TCR_Public/040319.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, March 19, 2004, Vol. 8, No. 56

                           Headlines

ACCU-FAB INC: Case Summary & 20 Largest Unsecured Creditors
ACTUANT CORP: Posts Increasing Sales & Profits in Second Quarter
ADELPHIA COMMS: Jefferson Wells' Auditing Engagement Expands
AIR CANADA: Pushing for Approval of AVSA MOU & Term Sheet
AIR CANADA: Trinity Reviews Deal In Light of Union Intransigence

AIRGAS INC: Inks Hydrogen Fuel Service Agreement with Plug Power
ALLTEC CORPORATION: Case Summary & 20 Largest Unsecured Creditors
AMERCO: Court Approves Bonanza Property Sale for $971,850
AMRESCO COMM'L: Fitch Takes Rating Actions on Series 1997-C1 Notes
ASTORIA ENERGY: S&P Gives B+ Rating to Proposed $690MM Bank Loan

AVA CAPITAL TRUST: Fitch Rates Proposed Trust Preferreds at BB
BUDGET GROUP: Objections to Proposed Plan are Due Today
BURLINGTON: Combines with Cone Mills to Form International Textile
CAPITAL CREATION: Case Summary & 20 Largest Unsecured Creditors
CENTENNIAL COMMS: Third Quarter Net Loss Reduces to $30.3 Million

CITRUS VALLEY: S&P Cuts Underlying Rating to BB over Low Liquidity
COMMSCOPE INC: Proposes $225 Million Convertible Debt Offering
COMMSCOPE: Proposed $225-Mil. Debt Offering Gets S&P's B+ Rating
CONE MILLS: Combines with Burlington to Form International Textile
CONSOL ENERGY: Ranks No. 5 in Zacks' List of Stocks to Sell Now

COTT CORP: Beverages Unit Acquires Cardinal Companies Assets
DAVIS COACH & TOURS: Case Summary & Largest Unsecured Creditors
DELTA FINANCIAL: Intends to File Registration Statement with SEC
DEX MEDIA: CFO to Speak at Lehman Brothers' Conference on Mar 23
DII INDUSTRIES: Gets Until May 12, 2004 to Decide on Leases

DIMON: S&P Affirms Low-B Credit Rating & Revises Outlook to Stable
DOBSON COMMS: Completes Debt Repurchases of 8-7/8% Senior Notes
DOUGLAS DYNAMICS: S&P Assigns B+ Corporate Credit Rating
DPL: Moody's Downgrades and Puts Low-B Ratings on Review
ENRON CORP: Former Employee Turns to Coburn & Schertler for Advice

ENRON CORP: Court Clears Underwriters Settlement Agreement
EXIDE TECHNOLOGIES: Brings-In Schnader Harrison as Special Counsel
FISHER SCIENTIFIC: Inks Merger Pact with Apogent Technologies
FISHER SCIENTIFIC: S&P Places Low-B Ratings on Watch Positive
FOSTER WHEELER: Wins Three-Year Alliance Contract from Huntsman

GEORGIA-PACIFIC: Elects to Call 9.5% Debentures Due May 2022
GSD PRODUCTIONS: Case Summary & 20 Largest Unsecured Creditors
GTC TELECOM: Recurring Losses Prompts Going Concern Uncertainty
INTEGRAL VISION: Restructures Note & Warrant Purchase Agreements
INTERLINE: 2003 Deficit Tops $264MM Despite Improved Performance

ISLE OF CAPRI: Supports Ill. Officials' Call for Auction Review
JARDEN CORP: S&P Revises Outlook on Low-B Ratings to Positive
KAISER ALUMINUM: Proposes to Set-Up Parcels 1 & 7 Bidding Protocol
KEYSTONE: Receives Final Court Approval of $60MM DIP Financing
KOPPERS: Total Debts Exceed Total Assets by $69.8MM at Dec. 2003

LORAL SPACE: Raises $1 Billion From North American Satellites Sale
LNR PROPERTY: Schedules First Quarter Conference Call on Mar. 24
LUIGINO'S INC.: Moody's Gives B1 Rating to $205MM Credit Facility
MASTEC INC: S&P Puts Ratings on Watch Negative Due to 10-K Delay
MICROCELL: Secures C$450 Million in Senior Secured Bank Financing

MIRANT CORP: Has Until September 6, 2004 to Decide on Leases
M-WAVE INC: Expects New Orders to Total $2.5-$3.0 Million Annually
NAT'L CENTURY: Wants Court Okay Long Island Settlement Pact
NICOLE ENERGY: Case Summary & 18 Largest Unsecured Creditors
NORD PACIFIC: Secures $272K in Exchange for Convertible Notes

NOVA STAR: Engages Chisholm Bierwolf as New Independent Auditor
NRG ENERGY: Cajun Ch. 11 Trustee Asks Court to Allow Admin. Claim
ONEIDA LTD: Negotiating for Potential Preferred Equity Investment
OWENS: Stipulation Clarifies 2004 Old Republic Insurance Policy
PACIFIC BIOMETRICS: Ability to Continue Operations is in Doubt

PARMALAT GROUP: US Debtors Turn to Lazard Freres for Advice
PARMALAT GROUP: US Debtors Retain AlixPartners as Fin'l. Advisor
PG&E NATIONAL: USGen Wants Until July 2 to Exclusively File Plan
PORTOLA PACKAGING: Equity Deficit Totals $37.8M at February 2004
PURE FISHING INC.: S&P Assigns BB- Corporate Credit Rating

SAKS INC: S&P Rates Proposed $200M Senior Convertible Notes at BB
SAKS INC: $200M Convertible Sr. Debt Issue Gets Fitch's BB- Rating
SIERRA PACIFIC: S&P Gives B- Rating to Pending Senior Notes
SKY TECHNOLOGY: Case Summary & 5 Largest Unsecured Creditors
SLK DEVELOPERS INC: Case Summary & 1 Largest Unsecured Creditor

SONTRA MEDICAL: Fourth Quarter Net Loss Doubles to $2.8 Million
STATION CASINOS: Receives Consents to Amend Senior Note Indenture
TEXAS STATE AFFORDABLE: S&P Cuts Ratings to Low-B & Junk Levels
TOM COM INC: Case Summary & 18 Largest Unsecured Creditors
TRITON AVIATION: Fitch Places 6 Note Ratings on Watch Negative

UNITED AIRLINES: Court Approves ESOP Committee Stipulation
US AIRWAYS: Auditor KPMG Doubts Ability to Continue Operations
US CONCRETE: S&P Rates Proposed $150 Million Sr. Sub. Notes at B-
US DATAWORKS: Says Cash Still Sufficient to Fund Ops. for 6 Months
VALCOM INC: September Deficits Prompt Going Concern Uncertainty

WINN-DIXIE: Ranks No. 5 in Zacks' List of Stocks to Sell Now
WMG ACQUISITION: S&P Assigns B+ Corporate Credit Rating
W.R. GRACE: Asbestos Committee Says Terminate Exclusivity Now
ZAPATA INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors

* eAuctionMaster Opens Retail Location to Help Selling on eBay

* BOOK REVIEW: Risk, Uncertainty and Profit

                           *********

ACCU-FAB INC: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Accu-Fab, Inc.
        801 Beacon Lake Drive
        Raleigh, North Carolina 27610

Bankruptcy Case No.: 04-00651

Type of Business: The Debtor offers diverse services, including
                  precision sheet metal fabrication, machining,
                  stamping, powder coat and wet paint finishes,
                  screen printing and electromechanical assembly.

Chapter 11 Petition Date: February 23, 2004

Court: Eastern District of North Carolina (Raleigh)

Judge: A. Thomas Small

Debtor's Counsel: Trawick H. Stubbs, Esq.
                  Stubbs & Perdue
                  P.O. Drawer 1654
                  New Bern, NC 28563
                  Tel: 252-633-2700

Total Assets: $5,142,000

Total Debts:  $5,679,881

Debtor's 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
Ryersontull, Inc.             Trade Debt                $191,276

Airspeed, LLC                 Trade Debt                 $89,758

Nippon Express USA            Trade Debt                 $75,176

Central Industrial Supply     Trade Debt                 $56,531

American Caster/Material      Trade Debt                 $34,768

Electrical Specialty          Trade Debt                 $32,890

Tropic Fasteners, Inc.        Trade Debt                 $31,956

Copper and Brass Sales        Trade Debt                 $27,726

D.B. Roberts Company          Trade Debt                 $22,818

Technicoat Corporation        Trade Debt                 $18,203

Capital Container Inc.        Trade Debt                 $17,609

INCO                          Trade Debt                 $17,354

Amada America, Inc.           Trade Debt                 $13,712

Carpenter Cammack & Assoc     Trade Debt                 $12,870

Accuride                      Trade Debt                 $12,760

Sherwin Williams Company      Trade Debt                 $11,747

Labor Ready-Branch 294        Trade Debt                 $11,114

Howard Press                  Trade Debt                 $10,320

Morrisette Paper Company      Trade Debt                 $10,005

Morgan Advanced Ceramics      Trade Debt                  $8,678


ACTUANT CORP: Posts Increasing Sales & Profits in Second Quarter
----------------------------------------------------------------
Actuant Corporation (NYSE:ATU) announced results for its second
quarter ended February 29, 2004.

Second quarter sales increased approximately 24% to $176 million
compared to $142.1 million in the prior year. Current year results
include those from Kwikee Products Company Inc. and Dresco B.V.,
which were acquired on September 3, 2003 and December 30, 2003,
respectively. Excluding the acquisition impacts of Kwikee and
Dresco and the favorable impact of foreign currency exchange rate
changes on translated results, second quarter sales increased
approximately 6%. Second quarter fiscal 2004 net earnings and
diluted earnings per share were $8.8 million and $0.35 per diluted
share, respectively. Such results include the previously announced
$2.3 million pre-tax charge ($1.5 million net of tax, or $0.06 per
diluted share) attributable to the write-off of remaining debt
issuance costs associated with the senior secured credit facility
that was replaced during February 2004. Excluding this charge,
second quarter fiscal 2004 net earnings and diluted EPS were $10.2
million and $0.41 per share, respectively. This compares favorably
to prior year second quarter net earnings and diluted EPS of $7.1
million and $0.29 per diluted share, respectively, representing
increases of 44% and 41%, respectively.

Sales for the six months ended February 29, 2004 were $342.6
million, approximately 18% higher than the $290.0 million in the
comparable prior year period. Excluding the impact of the Dresco
and Kwikee acquisitions, as well as the impact of foreign currency
rate changes on translated results, sales for the six-month period
increased 3%. Net earnings for the six-months ended February 29,
2004 were $9.1 million, or $0.36 per diluted share, compared to
$9.0 million, or $0.37 per diluted share for the comparable prior
year period. The Company recorded net of tax special charges of
$1.3 million, or $0.05 per diluted share, in the first quarter of
fiscal 2003 related to the early extinguishment of debt and $4.7
million, or $0.19 per diluted share, related to litigation matters
associated with businesses divested prior to the spin-off of APW
Ltd. in July 2000. In addition, the Company recorded net of tax
special charges of $9.8 million or $0.40 per diluted share, in the
first quarter of fiscal 2004 and $1.5 million, or $0.06 per
diluted share, in the current quarter, related to the early
extinguishment of debt. Excluding all of these special charges,
net earnings and diluted EPS for the first half of fiscal 2004
were $20.3 million and $0.82 per diluted share, compared to $15.0
million and $0.61 per diluted share, respectively, in the prior
year.

Commenting on the results, Robert C. Arzbaecher, President and CEO
of Actuant, stated, "We are pleased with second quarter results,
especially the 41% increase in diluted earnings per share before
the refinancing charge. Earnings improved primarily as a result of
higher sales, lower financing costs, improved economic conditions,
and the continued weakening of the U.S. dollar. Additionally, we
saw earnings contributions from both Kwikee and Dresco, which were
acquired this fiscal year, as well as solid margins at Kopp, which
was acquired last year.

"Profit margins increased in all major operations other than
automotive, which continued to be adversely impacted by
inefficiencies and manufacturing variances resulting from the
production start-ups of new convertible top platforms and the
recent launch of production at our North America automotive plant.
While these challenges continue, we are confident that we will see
automotive margin improvement in the near future.

"Actuant is off to a strong fiscal 2004 with first half diluted
earnings per share before special charges of $0.82 per share, or
34% higher than last year. This exceeds our long-term goal of
increasing earnings by 15-20% annually. Despite increases in
commodity costs such as steel, plastic resin and copper, we are
raising our previous sales and earnings estimates for fiscal 2004
to reflect our current outlook. We are projecting full year sales
of $695-705 million, and diluted earnings per share excluding debt
extinguishment charges of $1.75-1.85 per share. Based on today's
exchange rates, we are expecting third quarter sales to be
approximately $180-$185 million and diluted EPS of between $0.48-
0.53 per share. Given our present cost structure, the future
benefit of completed acquisitions and an improved economic
outlook, Actuant is positioned for continued profitable growth."

Fiscal 2004 second quarter sales in the Tools & Supplies segment
were $103.6 million, or approximately 14% higher than last year's
$90.7 million, primarily due to foreign currency rate changes and
the impact of the Dresco acquisition. Excluding these factors,
Tools & Supplies segment revenues were relatively unchanged,
reflecting higher North American sales offset by lower European
sales. Second quarter sales in the Engineered Solutions segment
increased approximately 41% over the prior year to $72.5 million,
reflecting higher shipments in all major markets, the Kwikee
acquisition and the favorable impact of foreign currency.
Excluding foreign currency rate changes and the impact of the
Kwikee acquisition, segment sales increased 18%.

Actuant's second quarter operating profit increased 26% from $16
million in 2003 to $20.2 million this year, reflecting 24% sales
growth and higher overall profit margins. Second quarter EBITDA
(earnings before interest, income taxes, depreciation,
amortization and minority interest), before special charges, was
$23.8 million, or 15% higher than the $20.6 million last year,
reflecting sales growth and increased operating profit margins,
offset by foreign currency transaction losses. EBITDA is a key
financial metric of the Company and its investors in measuring
performance prior to capitalization and income tax charges. (See
attached supplemental schedule for calculation.)

Total debt at February 29, 2004 was $231 million, compared to
approximately $254 million at the beginning of the second quarter.
The decline in debt resulted from strong second quarter operating
cash flow and the approximate $15 million proceeds from the
sale/leaseback of a German facility in December. Cash balances
declined from approximately $33 million at the beginning of the
quarter to $3 million at February 29, 2004, reflecting the use of
approximately $32 million of cash to fund the Dresco acquisition.
Liquidity remains strong with only $12 million of the Company's
$250 million revolver drawn at quarter-end. Second quarter net
financing costs declined 29% year-over-year due to lower interest
rates on funded debt, primarily reflecting fewer 13% Senior
Subordinated Notes outstanding compared to the prior year.

Actuant (S&P, BB Corporate Credit Rating, Stable Outlook),
headquartered in Milwaukee, Wisconsin, is a diversified industrial
company with operations in over 20 countries. The Actuant
businesses are market leaders in highly engineered position and
motion control systems and branded hydraulic and electrical tools.
Products are offered under such established brand names as
Enerpac, Gardner Bender, Kopp, Kwikee, Milwaukee Cylinder, Nielsen
Sessions, Power-Packer, and Power Gear.

For further information on Actuant and its business units, visit
the Company's Web site at http://www.actuant.com/


ADELPHIA COMMS: Jefferson Wells' Auditing Engagement Expands
------------------------------------------------------------
Adelphia Communications and its debtor-affiliates sought and
obtained the Court's authority to employ Jefferson Wells
International, Inc. as their internal auditors pursuant to
Sections 327(a) and 328 of the Bankruptcy Code.  

Pursuant to the November 15, 2002 Order authorizing the continued
employment of certain accountants and consultants, by a
June 13, 2003 Notice, the ACOM Debtors employed Jefferson Wells to
assist them in the reconciliation of their general ledger
accounts, the assembly and review of their statements of financial
affairs, and certain other projects.  Now, in addition to the
accounting services, the ACOM Debtors obtained Court nod to expand
Jefferson Wells' role to include, among other things, the
provision of internal audit services.

Pursuant to this expanded scope, Jefferson Wells will provide
risk assessment services to the ACOM Debtors, including, but not
limited to:

   (1) Risk assessment related to the ACOM Debtors' 2004 audit
       plan;

   (2) Cash management counseling;

   (3) Assistance with the ACOM Debtors' review in connection
       with the restatement of the ACOM Debtors' financial
       statements for the last four years; and

   (4) Bank reconciliation assistance.

In consideration for Jefferson Wells' services, the firm will be
compensated on an hourly basis, plus reimbursement of actual and
necessary expenses incurred.  Jefferson Wells' rates for
consultants range between $75 and $200 per hour.  All of
Jefferson Wells' rates are subject to periodic, ordinary course,
adjustments.  The professionals involved in the ACOM Debtors'
cases will likely span Jefferson Wells' rate ranges. (Adelphia
Bankruptcy News, Issue No. 53; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


AIR CANADA: Pushing for Approval of AVSA MOU & Term Sheet
---------------------------------------------------------
In conjunction with their filing under the Companies' Creditors
Arrangement Act, the Air Canada Applicants declared a payment
moratorium on all aircraft lease payments to preserve their cash
resources and allow them to complete a review of their existing
fleet and assess future fleet requirements.  The moratorium also
provided the Applicants the opportunity to discuss revised
financial arrangements for the use of the aircraft with their
lessors or, alternatively, to make arrangements for the return of
the aircraft.

                  MOUs With Aircraft Financiers

In September 2003, the Applicants executed a memorandum of
understanding with the European Credit Agencies with respect to
38 aircraft.  AVSA S.A.R.L. had provided residual value
guarantees with respect to 29 of the 38 aircraft.  The MOU the
Applicants executed with the ECAs was subject to, among other
things, AVSA agreeing to restructure the 29 RVGs.

In March 2004, the Applicants executed five MOUs with certain
financial institutions and other parties with respect to five
A321 aircraft.  AVSA had provided RVGs with respect to the
aircraft.  The MOU with respect to the A321 aircraft are also
subject to, among other things, AVSA agreeing to restructure the
5 RVGs.

                     The Existing Agreements

The Applicants and AVSA are parties to these existing agreements:

   (a) The A340-500/600 Purchase Agreement dated April 7, 1998;

   (b) The A319 Purchase Agreement dated as of June 9, 1994; and

   (c) The A340 Purchase Agreement dated February 8, 1994.

Pursuant to the A340-500/600 PA, the Applicants were obligated to
accept delivery of five wide-body aircraft.  The Applicants
failed to take delivery of two A340-500 aircraft, which were
scheduled to be delivered in April and May 2003.  The Applicants
would not be taking delivery of the three A340-600 aircraft,
which were scheduled to delivered in July, August and September
2004.  On January 30, 2004, the Applicants repudiated the A340-
500/600 PA, including certain promissory notes issued in lieu of
cash pre-delivery payments.

Pursuant to the A319 PA, and in particular, an amendment dated as
of October 10, 2000, the Applicants were obligated to take
delivery of 12 A321 aircraft.  The Applicants failed to take
delivery of the last two A321 aircraft, which were scheduled for
delivery in August 2003.  On January 30, 2004, the Applicants
repudiated the A319 PA with respect to, and insofar as the A319
PA related to, the purchase of the two remaining A321 aircraft,
including certain promissory notes issued in lieu of cash pre-
delivery payments.

The Applicants have no further aircraft purchase obligations
under the A340 PA.

Pursuant to the Existing Agreements, the Applicants paid AVSA
certain cash pre-delivery payments in relation to their aircraft
purchase obligations.  Under the terms of the Existing
Agreements, all pre-delivery payments made by the Applicants are
non-refundable.

            Restructuring of the Existing Agreements

Air Canada and AVSA agree to restructure the Existing Agreements:

(A) A319 PA

    -- A portion of the pre-delivery payments made pursuant to
       the A319 PA for A321 aircraft will be applied in reduction
       of AVSA's damages as a result of the repudiation of the
       A319 PA with respect to, and insofar as the A319 PA
       related to, the purchase of the two remaining A321
       aircraft;

    -- Subject to any claim AVSA may file as part of the CCAA
       proceedings, the Applicants will have no further
       obligations to AVSA with respect to the purchase of the
       two remaining A321 aircraft; and

    -- AVSA acknowledges that the promissory notes the Applicants
       issued with respect to each of the A321s have been
       repudiated and have no further force or effect.  AVSA will
       return the promissory notes to the Applicants upon
       fulfillment or waiver of the conditions precedent to the
       parties' Memorandum of Understanding dated March 12, 2004.

(B) A340-500/600

    -- The Applicants or a permitted assignee will purchase the
       two A340-500s -- which were originally required to be
       purchased in April and May 2003 -- in June and July 2004.
       AVSA will expedite the delivery of the aircraft in time
       for use during the summer schedule;

    -- In consideration of the purchase of the aircraft, AVSA
       agrees that the balance of the purchase price of the
       A340-500s payable by the Applicants at the delivery of
       each of the aircraft will -- after the application of
       credits and other amounts that AVSA agrees to allocate to
       the purchase -- be reduced to $87,000,000.  AVSA will
       finance 100% of the balance of the purchase price of the
       A340-500 aircraft, pursuant to a Term Sheet for the
       Provision of Certain Financing Support, dated March 12,
       2004, with the Applicants;

    -- The Applicants may defer the purchase of the three
       remaining A340-600s to year 2010, subject to the
       Applicants' right to:

          (i) cancel the purchase of one or more of the
              A340-600 aircraft; and

         (ii) convert the A340-600 aircraft to A340-500,
              A340-300, A330-300 or A330-200 aircraft;

    -- The purchase prices for the aircraft will be the lower of
       the purchase price set forth in the relevant Existing
       Agreement and the then current market price as determined
       by AVSA;

    -- If the Applicants cancel the purchase of any of the
       A340-600s and do not convert the cancelled order to other
       wide-body types, the Applicants will pay AVSA a $3,500,000
       fee, which will be satisfied by the reduction of a
       future wide-body credit.  No additional payments with
       respect to the purchase of the aircraft will be required
       until 24 months before the delivery of the first aircraft;

    -- AVSA will provide the Applicants with a credit of up to
       $36,260,000 against the purchase of the three A340-600
       aircraft, the alternative aircraft or new Airbus wide-body
       aircraft.  The credit is subject to reduction to reflect
       the actual damages suffered by AVSA in the event the
       Applicants breach the Backstop Financing pursuant to the
       Term Sheet or if the $3,500,000 becomes payable;

    -- AVSA acknowledges that the promissory notes issued by the
       Applicants with respect to each of the A340-600 aircraft
       have been repudiated and have no further force or effect.
       AVSA will return the promissory notes to the Applicants
       upon fulfillment or waiver of the conditions precedent to
       the parties' MOU; and

    -- All the remaining pre-delivery payments held by AVSA will
       be applied to reduce their claim in the CCAA Proceedings.

                      Conditions Precedent

The MOU and the related transactions are hinged on these
conditions being fulfilled on or before March 31, 2004:

   (a) Consent of Ernst & Young, Inc., the Court-appointed
       Monitor;

   (b) Bankruptcy Court approval;

   (c) The Applicants' receipt of all necessary corporate
       approvals, which take into account the pending
       ratification by the Air Canada Pilots Association
       members of the resolution relating to the rates and terms
       for flying the A340-500 aircraft;

   (d) Receipt of all necessary corporate approval or AVSA;

   (e) Consent of Trinity Time Investments, Ltd.; and

   (f) Consent of GE Capital Corporation, as CCAA Lender.

                 Financing Support Term Sheet

AVSA will finance 100% of the balance of the purchase price of
the A340-500 aircraft.  In consideration of the financing
commitment, the Applicants will pay AVSA a Backstop Financing Fee
equal to 1% of the financed amount of each A340-500 upon
drawdown.  The Applicants will also pay AVSA a $15,000,000 fee in
consideration for AVSA's consent to restructure the RVGs.  The
RVG Restructuring Fee and the Backstop Financing Fee will be
satisfied by AVSA's re-allocation of a portion of the non-
refundable pre-delivery payments held by AVSA.

The financing is subject to:

   (a) There being no event of default under any contractual
       obligations with a member of the Airbus group other than
       existing events of default, which are continuing;

   (b) There being no material adverse change in the Applicants'
       financial condition that would affect their ability to
       perform their obligations under the financing, exit from
       the CCAA Proceedings, or maintain their commitments with
       major stakeholders, at the time of the funding;

   (c) AVSA being granted a Court ordered first ranking charge
       over the two A340-500 aircraft, which will be cross-
       defaulted and cross-collateralized between the two
       aircraft and cross-defaulted with any enforcement
       proceedings pursuant to the CCAA Lender's Charge, as the
       term is defined in the Initial CCAA Order; and

   (d) AVSA will be entitled to enforce its remedies under the
       financing and not be subject to the stay of proceedings
       provided for in the Initial CCAA Order.

The filing of an insolvency proceeding other than the current
CCAA Proceeding before the Applicants' emergence from the CCAA
Proceeding, which is not dismissed within 60 days, and the
Applicants' default under any contractual obligation with a
member of the Airbus Group, which continues past the applicable
grace period, constitute Events of Default entitling AVSA to
terminate the financing.

               Benefits of the MOU and Term Sheet

John Turner, General Manager -- Air Canada Maintenance and
Aircraft Programs, tells Mr. Justice Farley that the MOU and Term
Sheet represent a restructuring of the Existing Agreements and a
global settlement of issues outstanding between AVSA and the
Applicants.  More importantly, the MOU and Terns Sheet provide
the Applicants with the necessary RVGs required in connection
with their MOUs with the aircraft financiers.

Mr. Turner explains that the settlement enables the Applicants to
preserve the benefit of most of the pre-delivery payments
currently held by AVSA notwithstanding that the Existing
Agreements state that the payments are non-refundable.  The pre-
delivery payments will be allocated by AVSA to the new
transactions contemplated by the MOU and the Term Sheet for the
Applicants' benefit.

In addition, Mr. Turner points out that the two Airbus A340-500
aircraft, which will be introduced for the busy summer season,
are anticipated to provide a competitive advantage in the long
haul Asian market.  Air Canada's Restructuring Business Plan is
focused on re-engineering the domestic market with new smaller
regional jets, which will allow Air Canada to maintain
competitive domestic services.  The domestic network will provide
the necessary feed for Air Canada to pursue and exploit the more
lucrative transborder and international markets, which is
imperative to the airline's long-term viability.

Accordingly, the Applicants ask the CCAA Court to affirm their
business judgment and:

   -- approve the MOU and the Term Sheet with AVSA; and

   -- grant AVSA a Court-ordered first ranking charge on the two
      A340-500 aircraft.

Headquartered in Saint-Laurent, Quebec Canada, Air Canada --
http://www.aircanada.ca/-- represents Canada's only major  
domestic and international network airline, providing scheduled
and charter air transportation for passengers and cargo. The
Company filed for CCAA protection on April 1, 2003 (Ontario
Superior Court of Justice, Case No. 03-4932) and Section 304
petition with the U.S. Bankruptcy Court for the Southern District
of New York (Case No. 03-11971).  Matthew A. Feldman, Esq., and
Elizabeth Crispino, Esq., at Willkie Farr & Gallagher serve as the
Debtors' U.S. Counsel.  When the Debtors filed for protection from
its creditors, they listed C$7,816,000,000 in assets and
9,704,000,000 in liabilities. (Air Canada Bankruptcy News, Issue
No. 29; Bankruptcy Creditors' Service, Inc., 215/945-7000)


AIR CANADA: Trinity Reviews Deal In Light of Union Intransigence
----------------------------------------------------------------
Trinity Time, the court-approved equity plan sponsor for the Air
Canada restructuring, initiated a full review of its $650 million
equity investment, due to union intransigence in refusing to
discuss pension structure.

In conducting this review, Trinity and its financial adviser and
partner, Goldman Sachs, will, for each labor group, closely
examine the achieved value of the concessions made by the unions
in the May-June 2003 labor negotiations in relation to the levels
promised by each union (approximately $850 million in total for
unionized employees). In addition, an assessment will be made as
to the financial impact of the unions' refusal to consider the
proposed pension changes.

Leaders of the company's unions are refusing to consider changes
that would transition some employees' pension plans from the
current defined benefit (DB) pension plan to a defined
contribution (DC) pension plan - the trend among large North
American employers. Union leaders are also refusing to discuss the
DC plan with their own members, despite consistent and widespread
expressions of interest on the part of Air Canada employees.

"Air Canada's unions have placed ideology ahead of their members'
interests in refusing to discuss the DC pension structure. Trinity
is simply seeking to ensure a more secure future for Air Canada
and its employees while securing entitlements earned through past
service," said Trinity director Harold Gordon. "Our investment -
from the beginning - has been contingent on a satisfactory
solution to this issue, which impacts directly Air Canada's
competitiveness. By refusing even to discuss the issue, union
leaders are now forcing us to reconsider the entire investment. If
the numbers are not there, we will be forced to walk away from
investing in Air Canada."

Trinity first presented its pension proposal on February 5. Last
week it agreed that current non-unionized employees would have the
option of choosing between DB and DC pension plans, but it could
not consider the same option for unionized employees because of
the refusal of union leadership to engage in discussions.

Trinity has established a web site at http://www.trinitytime.ca/
for Air Canada employees to learn more about the DC benefit
option.

Headquartered in Saint-Laurent, Quebec Canada, Air Canada --
http://www.aircanada.ca/-- represents Canada's only major  
domestic and international network airline, providing scheduled
and charter air transportation for passengers and cargo. The
Company filed for CCAA protection on April 1, 2003 (Ontario
Superior Court of Justice, Case No. 03-4932) and Section 304
petition with the U.S. Bankruptcy Court for the Southern District
of New York (Case No. 03-11971).  Matthew A. Feldman, Esq., and
Elizabeth Crispino, Esq., at Willkie Farr & Gallagher serve as the
Debtors' U.S. Counsel.  When the Debtors filed for protection from
its creditors, they listed C$7,816,000,000 in assets and
9,704,000,000 in liabilities.


AIRGAS INC: Inks Hydrogen Fuel Service Agreement with Plug Power
----------------------------------------------------------------
Plug Power Inc. (Nasdaq: PLUG), a leader in the design,
manufacture and deployment of proton exchange membrane (PEM) fuel
cell systems, and Airgas, Inc. (NYSE: ARG), the largest U.S.
distributor of industrial, specialty and medical gases, announced
a hydrogen fuel service agreement for Airgas to be the preferred
supplier of hydrogen fuel for Plug Power's GenCore(R) customers.

The five-year agreement calls for Plug Power and Airgas to jointly
market hydrogen fuel service products for GenCore(R) fuel cell
systems in the United States. Airgas whose national network
includes nearly 800 locations, will offer fuel services including
cylinder dropoff and connection to Plug Power's GenCore(R)
customers. Airgas will also provide a complete line of specialty
gas equipment to help manage the fuel supply and a unique Chemical
Energy Storage Module (CESM) to provide hydrogen fuel storage for
the GenCore(R) fuel cell systems.

According to Tom Thoman, vice president-gases for Airgas, "Plug
Power is building a leading position in the fuel cell market,
especially in the provision of backup power for telecommunications
equipment and other stationary installations. These applications
fit perfectly with our expertise in cylinder hydrogen fuel storage
and supply."

"We are excited about our agreement with Airgas, the leader in the
distribution of cylinder hydrogen throughout the United States,"
said Mark Sperry, chief marketing officer, Plug Power. "Together,
Plug Power and Airgas will offer a complete, convenient and cost
effective fueling solution for our customers."

                      About GenCore(R)

Plug Power's GenCore(R) fuel cell system provides extended run
back-up power for the telecommunication and uninterruptible power
supply industries. GenCore(R) is fueled by bottled hydrogen and
produces no emissions.

                       About Plug Power

Plug Power Inc. designs and develops on-site energy systems based
on proton exchange membrane fuel cells. Plug Power's strategic
partners include GE Fuel Cell Systems, DTE Energy Technologies,
Vaillant GmbH, Honda R&D Co., Ltd., Engelhard Corporation and
Celanese Ventures. The Company's headquarters are located in
Latham, N.Y., with offices in Washington, D.C., and The
Netherlands. For more information please visit www.plugpower.com.

                       About Airgas, Inc.

Airgas, Inc. (NYSE: ARG) (S&P, BB Corporate Credit Rating,
Positive) is the largest U.S. distributor of industrial, medical
and specialty gases, welding, safety and related products. Its
integrated network of nearly 800 locations includes branches,
retail stores, gas fill plants, specialty gas labs, production
facilities and distribution centers. Airgas also distributes its
products and services through eBusiness, catalog and telesales
channels. Its national scale and strong local presence offer a
competitive edge to its diversified customer base. For more
information, visit http://www.airgas.com/


ALLTEC CORPORATION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Alltec Corporation
        110 Catalyst Drive
        Canton North Carolina 28716

Bankruptcy Case No.: 04-10329

Type of Business: The Debtor manufactures lightning protection and
                  grounding systems as well as Transient Voltage
                  Surge Suppression (TVSS) products. See
                  http://www.allteccorp.com/

Chapter 11 Petition Date: March 17, 2004

Court: Western District of North Carolina (Asheville)

Judge: George R. Hodges

Debtor's Counsel: David G. Gray, Esq.
                  Westall, Gray, Connolly & Davis, P.A.
                  81 Central Avenue
                  Asheville, NC 28801
                  Tel: 828-254-6315

Total Assets: $958,843

Total Debts:  $1,863,236

Debtor's 20 Largest Unsecured Creditors:

Entity                                 Claim Amount
------                                 ------------
Independent Protection Company             $113,926

D&H Development                             $44,632

Thomas Publishing Company                   $33,303

Elan Financial Services                     $29,626

Preferred Lightning Protection              $17,624

Avoca Engineers & Architects                $16,050

Precision Axis                              $15,500

Principal Life Insurance Co.                $13,935

Frijouf, Rust & Pyle, P.A.                  $12,851

ARCAT, Inc.                                 $10,355

Advanced Protection Technology               $9,136

Overnite Transportation                      $8,534

Stone Container Corporation                  $6,891

Southeastern Freight Lines                   $6,462

Ditek Corporation                            $5,744

Ontrack Systems                              $5,148

Andamios Y Pararrayos Sa De Cv               $4,925

Nehring Electrical Works                     $4,894

Asheville Savings Bank                       $4,826

Innovative Assoc. Solutions                  $4,560


AMERCO: Court Approves Bonanza Property Sale for $971,850
---------------------------------------------------------
Amerco Real Estate Company sought and obtained the Court's
authority to sell to the State of Nevada, Department of
Transportation the real property located at 2001-21 W. Bonanza
Road in Las Vegas, Nevada, which is the subject of a condemnation
proceeding.

AREC is responsible for:

   -- administering the real property matters for all properties
      owned by Amerco, U-Haul International and their
      subsidiaries;

   -- purchasing properties to be used by Amerco, U-Haul and
      their subsidiaries; and

   -- disposing, either through sale or lease, of unused real
      property.

The Property that the Department is condemning under its powers of
eminent domain consists of a 29,085-square foot area, including
improvements and a temporary construction easement of 3,942 square
feet for a period of 42 months to widen the US-95 freeway in Las
Vegas, Nevada.  There are 154 mini-storage units located on the
Property, which are affected by the condemnation proceeding.

On November 22, 2002, Amerco obtained the appraisal reports
provided by Cushman & Wakefield of Illinois, Inc., which valued
the Property at $880,000.

The Department originally offered Amerco $883,500 to purchase the
Property.  Thereafter, the Department proposed to increase its
initial purchase offer to $971,850 in exchange for Amerco's
promise to forego recovery of any money for lost rental value of
the storage units -- a 10% increase from the original offer.

The Property is not part of the Collateral on the DIP Facility
from Wells Fargo Foothill, Inc. Also, the Property is not subject
to the Synthetic Leases with BMO Global Capital Solutions LLC and
Citibank, N.A.

However, since the DIP Facility provides that the Debtors must
forward proceeds of the sale of the Property to the DIP Lender to
repay the advances the Debtors made, the Debtors will repay the
DIP Lender for the advances under the DIP Facility with the Sale
Proceeds.  Any remaining Sale Proceeds will be deposited into the
Compass Bank account as provided in an agreement with JPMorgan.

Headquartered in Reno, Nevada, AMERCO's principal operation is U-
Haul International, renting its fleet of 96,000 trucks, 87,000
trailers, and 20,000 tow dollies to do-it-yourself movers through
over 1,000 company-owned centers and 15,000 independent dealers
located throughout the United States and Canada.  The Company
filed for chapter 11 protection on June 20, 2003 (Bankr. Nev. Case
No. 03-52103).  Craig D. Hansen, Esq., Jordan A. Kroop, Esq.,
Thomas J. Salerno, Esq., and Carey L. Herbert, Esq., at Squire,
Sanders & Dempsey LLP, represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection from
their creditors, they listed $1,042,777,000 in total assets and
$884,062,000 in liabilities. (AMERCO Bankruptcy News, Issue No.
23; Bankruptcy Creditors' Service, Inc., 215/945-7000)


AMRESCO COMM'L: Fitch Takes Rating Actions on Series 1997-C1 Notes
------------------------------------------------------------------
AMRESCO Commercial Mortgage Funding I Corp.'s mortgage pass-
through certificates, series 1997-C1, are upgraded by Fitch
Ratings as follows:

        --$21.6 million class D to 'AAA' from 'AA';
        --$26.4 million class E to 'AAA' from 'A';
        --$9.6 million class F to 'AA+' from 'A-';
        --$31.2 million class G to 'BBB-' from 'BB+'.
        --$4.8 million class H to 'BB+' from 'BB-'.

The following classes are affirmed by Fitch:

        --$131.6 million class A-3 'AAA';
        --Interest-only class X 'AAA';
        --$24 million class B 'AAA';
        --$12 million class C 'AAA';
        --$7.2 million class J 'B';
        --$2.4 million class K 'B-'.

Fitch does not rate the $12 million class L certificates.

The upgrades are primarily the result of increased subordination
levels due to loan payoffs and amortization. As of the March 2004
distribution date, the pool's aggregate principal balance has been
reduced by 41% to $282.8 million from $480.1 million at issuance.
The trust has not realized any losses to date.

Three loans (9.4%) are in special servicing, including two 90 days
delinquent loans (7.7%). The largest of them (6.0%) is secured by
a retail center in Tulsa, OK. A new anchor tenant moved in
recently, increasing occupancy to 74%. The special servicer is
evaluating workout options.


ASTORIA ENERGY: S&P Gives B+ Rating to Proposed $690MM Bank Loan  
----------------------------------------------------------------
Standard & Poor's Rating Services assigns its 'B+' preliminary
rating to Astoria Energy LLC's proposed $690 million senior
secured bank loan due March 2012. The outlook is stable.

Standard & Poor's has assigned a recovery rating of '4' to the
Astoria Energy project to indicate the marginal recovery (25% to
50% of principal) that secured lenders may expect in the event of
a default.

AE, which is a Delaware limited liability company, will use the
proceeds to develop, own, and operate a 552 MW combined-cycle gas
and oil-fired power plant located in the Astoria section of
Queens, New York.

The stable outlook reflects the view that the project will
complete construction of the facility on time and on budget, as
well as meet guaranteed performance criteria under the
engineering, procurement, and construction (EPC) contract.

"Low technology risk and an investment-grade EPC guaranty support
the stable outlook," said Standard & Poor's credit analyst Michael
Messer.
    
"The ratings could fall if construction lags significantly behind
schedule or if cost overruns require draws on backstop letters of
credit or the EPC guaranty," added Mr. Messer.

Standard & Poor's also said that because of basic structural
weaknesses in the project, little opportunity exists for an
upgrade in the near term.

The project will sell capacity and energy under a 10-year power
purchase agreement with a five-year extension option to
Consolidated Edison Co. of New York Inc. (ConEd; A/Stable/A-1).

AE is 50% owned by Steinway Creek Electric Generating Co. LLC and
50% owned by a consortium of private investors, including Energy
Investor Funds, Caisse Depot Capital Americas, and the SNC-Lavalin
Group.

The sponsors expect to begin construction by April 2004 and
commence commercial operations by May 1, 2006.


AVA CAPITAL TRUST: Fitch Rates Proposed Trust Preferreds at BB
--------------------------------------------------------------
Fitch Ratings assigns a 'BB' rating to AVA Capital Trust III's
proposed issuance of $60 million of trust preferred securities.
Proceeds from the flexible rate trust preferred will be used to
redeem $60 million of Avista Capital I 7 7/8% trust preferred. The
proposed security's distributions will initially be fixed for five
years and may be remarketed on either a fixed or floating rate
basis to be effective following the expiration of the initial
fixed rate period. Avista Capital Trust I and AVA Capital Trust
III are subsidiaries of Avista Corporation (AVA). The Rating
Outlook is Stable.

The rating considers AVA's (senior secured 'BBB-', senior
unsecured rated 'BB+' by Fitch) improving financial metrics and a
generally supportive regulatory environment. Although AVA's
financial ratios remain weak relative to its credit category,
future debt reduction is expected to be facilitated by excess cash
flows contributed primarily by the core utility business, Avista
Utilities, and to a lesser degree by AVA's unregulated energy
operation, Avista Energy (AE). Utility cash flows are likely to
continue to benefit from recovery of deferred power costs, recent
and prospective electric and natural gas rate increases and
manageable capital requirements. The Stable Rating Outlook
reflects AVA's relatively predictable utility cash flows and
Fitch's expectations for a continuation of supportive regulatory
treatment and further debt reduction.

The rating also recognizes AVA's ongoing efforts to downsize its
non-utility investments. Management focus on the more stable
utility operation is a positive for fixed income investors.
Nonetheless, prospective AE cash flows, an important component of
AVA's ongoing de-leveraging process, are volatile and subject to
relatively high business risk. In February 2004, Avista Utilities
filed electric and natural gas base rate cases with the Idaho
Public Utilities Commission. The filings seek 11% and 9% increases
in AU's respective electric and natural gas rates. A final order
is expected around year-end 2004. An unanticipated negative
outcome in the Idaho jurisdictional rate cases would weaken
anticipated cash flows slowing the company's de-leveraging process


BUDGET GROUP: Objections to Proposed Plan are Due Today
-------------------------------------------------------
On February 4, 2004, the U.S. Bankruptcy Court for the District of
Delaware approved the Disclosure Statement prepared by the BRAC
Group, Inc. (f/k/a Budget Group, Inc.) Debtors with respect to
their Second Amended Joint Chapter 11 Liquidating Plan.

The Court found that the Disclosure Statement contained the right
kind and amount of information to enable creditors to make
informed decisions whether to accept or reject the Plan.

The court fixed today, at 4:00 p.m. (Eastern Time) as the deadline
for filing objections to plan confirmation. Objections must:

        a)    be in writing;

        b)    comply with the federal Rules of Bankruptcy Procedure
             and the Local Bankruptcy Rules of this Court;

        c)    set forth the names of the objector, nature and the
             amount of claim against the Debtor's estates or
             properties;

        d)    state the legal and factual basis of objection;

        e)    be filed with the Clerk of the Bankruptcy Court for
             the District of Delaware, 3rd Floor, 824 Market
             Street, Wilmington, Delaware 19801

Objections must be served on:

        (1) Sidley Austin Brown & Wood LLP, Bank One Plaza, 10
            South Dearborn Street, Chicago, IL 60603, Attn: Larry
            J. Nyhan, Esq.;

        (2) Young Conaway Stargatt & Taylor, LLP, The Brandywine
            Building, 1000 West Street, 17th Floor, Wilmington,
            Delaware 19801, Attn: Robert S. Brady, Esq.;

        (3) Brown Rudnick Berlack Israels LLP, One Financial
            Center, Boston, Massachusetts 02111, Attn: Harold J.
            Marcus, Esq.;

        (4) Ashby & Geddes, 222 Delaware Avenue, 17th Floor,
            Wilmington, Delaware 19801, Attn: William P. Bowden;
        
        (5) Richards, Layton & finger, P.A., One Rodney Square,
            P.O. Box 551, Wilmington, Delaware 19899, Attn: Mark
            Collins, Esq.;

        (6) Office of the U.S. Trustee, J. Caleb Boggs Federal
            Building, 844 North king Street, Wilmington, Delaware
            19801, Attn: Margaret Harrison, Esq.

Headquartered in Daytona Beach, Florida, Budget Group, Inc.,
operates under the Budget Rent a Car and Ryder names -- is the
world's third largest car and truck rental company. The Company
filed for chapter 11 protection on July 29, 2002 (Bankr. Del. Case
No. 02-12152). Lawrence J. Nyhan, Esq., and James F. Conlan, Esq.,
at Sidley Austin Brown & Wood and Robert S. Brady, Esq., and
Edward J. Kosmowski, Esq., at Young, Conaway, Stargatt & Taylor,
LLP, represent the Debtors in their restructuring efforts.  When
the Company filed for protection from their creditors, they listed
$4,047,207,133 in assets and $4,333,611,997 in liabilities.


BURLINGTON: Combines with Cone Mills to Form International Textile
------------------------------------------------------------------
Wilbur L. Ross announced that Cone Mills, which was acquired out
of bankruptcy last Friday, would be combined with Burlington
Industries to form International Textile Group (ITG) with combined
revenues of approximately $900 million. Mr. Ross is Chairman of
ITG, and its President and CEO is Joseph Gorga. Gary Smith,
formerly of Cone Mills, will be the new CFO of ITG. John Bakane
will remain CEO of Cone Mills Denim. Both Smith and Bakane will
report to Gorga.

Cone Mills will assume responsibility for Burlington Burlmex denim
manufacturing in Mexico. Cone Jacquards will be consolidated with
Burlington's two Jacquard operations into a single Burlington
Company, and Cone's Carlisle subsidiary also has become part of
Burlington.

Burlington House, Cone Jacquards and Carlisle will operate under
ITG's newly formed Home Furnishing Business. The company is
currently searching both internally and externally for a President
to run the newly formed group.

ITG will be the majority owner of Nano-Tex, which operates the
specialty chemical business. Burlington Apparel Fabrics, headed by
Ken Kunberger, will be combined into ITG.

All four companies will operate from a single headquarters which
will be located in Greensboro if local authorities provide the
requested incentives. Meanwhile both present headquarters are
occupied under short-term leases.

Mr. Bakane commented, "We are pleased to provide stability and
opportunities to over 1,000 manufacturing employees at Cone's
White Oak plant here in Greensboro. We look forward to working
with the City in creating an environment in which White Oak
manufacturing can continue to prosper."

Mr. Gorga said, "I look forward to blending these two companies
and strengthening the well known Cone and Burlington brands in the
marketplace. There is great opportunity to grow what each has
started and together take our business and product strategies to
the next level."

Mr. Ross added, "ITG is already a major player in the U.S. and
Mexico and intends to internationalize further. I will be going to
China next week to discuss a wide range of topics with government
and industry leaders there. If our government creates a NAFTA-
friendly Central American Free Trade Agreement and involves the
quotas contained in China's WTO accession agreement, any
international initiative would be additive to our business rather
than replacing U.S. operations."


CAPITAL CREATION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: The Capital Creation Co., Inc.
        aka The CCC Financial Organization
        aka Joshua Holdings Agency
        P.O. Box 22140
        Beachwood, Ohio 44122

Bankruptcy Case No.: 04-12595

Type of Business: The Debtor is a security holder.

Chapter 11 Petition Date: March 4, 2004

Court: Northern District of Ohio (Cleveland)

Judge: Pat E. Morgenstern-Clarren

Debtor's Counsel: David M. Neumann, Esq.
                  Benesch, Friedlander, Coplan & Aronoff LLP
                  2300 BP America Tower
                  200 Public Square
                  Cleveland, OH 44114
                  Tel: 216-363-4500

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

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
The Coventry Group, Inc.      Contract                  $713,000
c/o Braden M. Douthett, Esq.
Bricker & Eckler
1375 East Ninth Street
Suite 1500
Cleveland, OH 44114-1718

Warren Financial              Contract                   $84,000

Calfee Halter & Griswold      Legal Fees                 $74,071

Rotatori, Bender & Assoc.     Legal Fees                 $62,603

Roetzel & Andress             Legal Fees                 $62,153

Kimball E. Rubin &            Accounting Fees            $36,320
Associates Ltd.

Baker & Hostetler LLP         Legal Fees                 $22,556

Jones, Day, Reavis & Pogue    Legal Fees                 $14,573

Ballard Spahr Andrews         Legal Fees                 $14,371
Ingersol

Weston Hurd Fallon Paisley    Legal Fees                 $10,741
& Howley

Tower East Operating Assoc.   Lease Dispute               $9,924
LP

American Express Tax Service  Accounting Fees             $8,790

Broad & Cassel                Legal Fees                  $3,893

Alston & Bird                 Legal Fees                  $2,513

Saltz, Shamis & Goldfarb      Accounting Fees             $2,350

Hausser & Taylor LLP          Accounting Fees             $2,218

The Mediation Group           Professional Fees           $1,488

Mehler & Hagestrom            Transcript Services         $1,038

Mercantile IV Associates      Unpaid Rent                   $715

Rennillo Court Reporting      Transcript Services           $686


CENTENNIAL COMMS: Third Quarter Net Loss Reduces to $30.3 Million
-----------------------------------------------------------------
Centennial Communications Corp. (Nasdaq: CYCL) announced results
for the quarter ended February 29, 2004.

Consolidated revenues grew 14% from the same quarter last year to
$207.4 million. Net loss was $30.3 million for the third quarter
as compared to a net loss of $159.6 million for the same quarter
last year. Adjusted operating income (previously referred to as
"adjusted EBITDA") was $81.3 million, a 19% increase from the same
quarter last year. Adjusted operating income is net income (loss)
before interest, taxes, depreciation, amortization, loss (gain) on
disposition of assets, minority interest in (income) loss of
subsidiaries, income from equity investments, loss on impairment
of assets, other income (expense) and special non-cash charge.

The Company's wireless subscribers at February 29, 2004 were
1,027,500, compared to 929,700 on the same date last year, an
increase of 11%. U.S. Wireless subscribers increased by 1,600 from
the quarter ended November 30, 2003, aided by national rate plans.
Caribbean Wireless subscribers increased 28,700 as compared to the
quarter ended November 30, 2003, due primarily to strong growth of
postpaid subscribers. Caribbean Broadband switched access lines
reached 48,100 and dedicated access line equivalents were 205,300
at February 29, 2004, up 21% and 15%, respectively, from February
28, 2003. Cable television subscribers were 73,600 at February 29,
2004, down 4,900 from the same quarter last year.

"Once again this quarter we are proud to report double-digit
growth in both revenue and adjusted operating income. We are
particularly proud of the performance of our retail business in
the U.S., which generated service revenue growth of 17%. This
growth resulted from a 3% increase in subscribers and from an
improvement in service revenue per subscriber. Our Caribbean
operations also posted noteworthy results; revenue grew by 20% and
adjusted operating income by 31% versus the same quarter last
year." said Michael J. Small, chief executive officer.

For the quarter, U.S. Wireless revenues were $90.3 million and
U.S. Wireless adjusted operating income was $37.2 million. U.S.
Wireless adjusted operating income increased by 8% from the same
quarter last year despite reduced roaming revenue of approximately
$5.4 million. Service revenue per subscriber increased to $44 for
the three months ended February 29, 2004 from $39 for the same
period in the prior year, primarily due to the introduction of
national rate plans. Service revenue is total revenue excluding
roaming revenue and equipment sales.

For the quarter, total Caribbean (consisting of the Caribbean
Wireless and Caribbean Broadband segments) revenues were $117.1
million and total Caribbean adjusted operating income was $44.1
million. Total Caribbean adjusted operating income for the quarter
was up 31% from the same quarter last year. Caribbean Wireless
revenues for the quarter reached $78.0 million, an increase of 20%
from the same quarter last year. Caribbean Wireless adjusted
operating income for the quarter was $29.0 million, an increase of
21% from the same quarter last year. Caribbean Broadband revenues
for the quarter were $41.9 million and Caribbean Broadband
adjusted operating income reached $15 million, up 21% and 56% from
the same quarter last year, respectively.

Consolidated capital expenditures for the quarter ended February
29, 2004 were $37.6 million or 18% of revenue. Net debt at
February 29, 2004 was $1,704.9 million as compared to $1,699.7
million at February 28, 2003.

For the quarter, the Company's net loss of $30.3 million includes
a tax provision of $6.5 million, resulting from book/tax
differences and foreign taxes.

               Recent Financing Activity

In February, Centennial Communications consummated refinancing
transactions consisting of a new $750 million senior secured
credit facility and a private placement of $325 million of 8 1/8%
Senior Notes due 2014. The new senior secured credit facility is
comprised of a $600 million, seven-year term loan maturing in 2011
and a $150 million, six-year revolving credit facility maturing in
2010. The new financings extend the weighted average maturities of
the Company's long-term debt by over two years and eliminate
approximately $600 million in scheduled amortization payments over
the next four years. As a result of these transactions, the
Company's weighted average total cost of debt has decreased from
approximately 8.50% to approximately 7.75%. Term loan borrowings
under the new senior secured credit facility, together with
proceeds of the senior notes, were used to refinance and replace
the Company's existing senior secured credit facilities;
repurchase all of the Company's outstanding unsecured subordinated
notes due 2009 accruing paid-in-kind interest at a rate of 13.0%;
repurchase and/or redeem $70 million aggregate principal amount of
the Company's outstanding $370 million 10.75% senior subordinated
notes due 2008 and pay related fees and expenses.

                Revised Fiscal 2004 Guidance

The Company is raising its prior guidance to reflect positive
business trends through the third quarter. We now expect adjusted
operating income to grow by a minimum of 10% in fiscal 2004 over
the $295.7 million result for 2003; this revises prior guidance of
5-10% growth in adjusted operating income. This increased growth
in adjusted operating income is expected despite a projected
reduction of approximately $25 million in the U.S. Wireless
roaming revenues in 2004 from the level experienced in 2003. This
updates prior guidance of an estimated $20 million reduction in
U.S. Wireless roaming revenues. The Company now expects capital
expenditures of approximately $135 million in fiscal 2004 versus
prior guidance of approximately $125 million. The Company has not
included a reconciliation of projected adjusted operating income
since projections for some components of such reconciliation are
not possible to project at this time.

                       About Centennial

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


CITRUS VALLEY: S&P Cuts Underlying Rating to BB over Low Liquidity
------------------------------------------------------------------
Standard & Poor's Rating Services lowered its underlying rating
(SPUR) to 'BB' on the certificates of participation (COPs) issued
for Citrus Valley Health Partners, California, by the California
Statewide Communities Development Authority, based on continued
negative operating and excess margins and low levels of
liquidity. The outlook is stable.

"While Citrus Valley Health Partners' management had expected to
achieve break-even performance in fiscal 2003, higher than
budgeted labor expenses and a change in payor mix resulted in
another year of operating losses," Standard & Poor's credit
analyst James Cortez said. "Citrus Valley Health Partners' current
low level of liquidity, along with upcoming capital expenditures--
which are forecast to double starting in 2005--increases the
need for further financial performance improvement."

Among the expenditures Citrus Valley Health Partners faces, in
addition to an aging physical plant, are approximately $36
million-$40 million of seismic retrofitting that will need to take
place on Citrus Valley Health Partners' three campuses by 2013.

Citrus Valley Health Partners is a 563-acute staffed bed system
comprised of Citrus Valley Medical Center, which, in turn,
consists of Inter-Community Campus and Queen of the Valley,
located on two campuses in Covina and West Covina, respectively;
and Foothill Presbyterian Hospital in Glendora.


COMMSCOPE INC: Proposes $225 Million Convertible Debt Offering
--------------------------------------------------------------
CommScope, Inc. (NYSE: CTV) intends to offer $225 million
aggregate principal amount of convertible senior subordinated
debentures due 2024 to qualified institutional buyers pursuant to
Rule 144A under the Securities Act of 1933, as amended. The
Company also plans to grant the initial purchasers of the
debentures an option to purchase up to an additional $25 million
aggregate principal amount of debentures.

The Company plans to use the net proceeds as follows: a) to retire
all of the $172.5 million aggregate principal amount of our
outstanding 4% convertible subordinated notes due 2006 by
redemption, at a redemption price of 101.7143% of their principal
amount, plus accrued interest, and/or through privately negotiated
transactions concurrent with or subsequent to this offering; b) to
repay $25 million of outstanding revolving credit loans under our
senior secured credit facility; and c) for other general corporate
purposes.

                      About CommScope

CommScope (NYSE: CTV) -- http://www.commscope.com/-- (S&P, BB
Corporate Credit & B+ Subordinated Debt Ratings, Stable) is a
world leader in the design and manufacture of 'last mile' cable
and connectivity solutions for communication networks. We are the
global leader in structured cabling systems for business
enterprise applications and the world's largest manufacturer of
coaxial cable for Hybrid Fiber Coaxial applications. Backed by
strong research and development, CommScope combines technical
expertise and proprietary technology with global manufacturing
capability to provide customers with high-performance wired or
wireless cabling solutions from the central office to the home.


COMMSCOPE: Proposed $225-Mil. Debt Offering Gets S&P's B+ Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services affirms 'BB' corporate credit
and 'B+' subordinated debt ratings on Hickory, North Carolina-
based CommScope Inc. At the same time, Standard & Poor's assigned
a 'B+' rating to CommScope's proposed $225 million offering of
convertible senior subordinated debentures due 2024. The outlook
is stable.

The company plans to use proceeds of the note offering to call its
existing $172.5 million of convertible subordinated notes due
2006, as well as the outstanding $25 million balance under the
revolving credit line. Remaining proceeds are to be used for
general corporate purposes.

"Ratings on CommScope reflect weakened profitability due to a
three-year downturn in cable and wire markets and reduced
liquidity due to the recent acquisition of Avaya Inc.'s Avaya
Connectivity Solutions (ACS)," said Standard & Poor's credit
analyst Joshua G. Davis. "Those factors are partially offset by a
stronger business profile, characterized by increased product
breadth and strengthened market position, resulting from the
acquisition," the analyst continued. The proposed refinancing of
CommScope's debt modestly improves financial flexibility and debt-
serving capability by extending maturities and improving interest
coverage.

While the data-cable market has suffered significant declines over
the past three years because of depressed investment in
information technology, the ACS copper cable business has remained
EBITDA-profitable, or break-even, over the course of the cycle and
is expected to recover gradually in conjunction with firming IT
markets. Near-term profitability is likely to be negatively
affected by rising materials prices, particularly copper, combined
with limited ability to raise product prices.

CommScope's broadband business also remains depressed but is
showing signs of stabilization, with revenues flat or slightly up
on a sequential basis over the past several quarters. While cable
television operators are not expected to sharply increase spending
on cable, ongoing maintenance spending, along with some
incremental increase in demand, potentially from customers such as
financially distressed Adelphia Communications Corp., should
result in relative stability in revenues in the coming year.
Increasing materials prices, however, could reduce gross margins
in coming quarters. Increases in non-broadband cable businesses,
including cables to wireless telecommunications providers, may
provide some offset to ongoing profitability pressures in the core
broadband cable business.

The stable outlook reflects adequate debt protection for the
rating. Factors limiting the rating include near-term challenges
associated with the integration of the ACS business, reduced
financial flexibility, and limited prospects for improvements in
profitability, particularly due to rising raw material costs.


CONE MILLS: Combines with Burlington to Form International Textile
------------------------------------------------------------------
Wilbur L. Ross announced that Cone Mills, which was acquired out
of bankruptcy last Friday, would be combined with Burlington
Industries to form International Textile Group (ITG) with combined
revenues of approximately $900 million. Mr. Ross is Chairman of
ITG, and its President and CEO is Joseph Gorga. Gary Smith,
formerly of Cone Mills, will be the new CFO of ITG. John Bakane
will remain CEO of Cone Mills Denim. Both Smith and Bakane will
report to Gorga.

Cone Mills will assume responsibility for Burlington Burlmex denim
manufacturing in Mexico. Cone Jacquards will be consolidated with
Burlington's two Jacquard operations into a single Burlington
Company, and Cone's Carlisle subsidiary also has become part of
Burlington.

Burlington House, Cone Jacquards and Carlisle will operate under
ITG's newly formed Home Furnishing Business. The company is
currently searching both internally and externally for a President
to run the newly formed group.

ITG will be the majority owner of Nano-Tex, which operates the
specialty chemical business. Burlington Apparel Fabrics, headed by
Ken Kunberger, will be combined into ITG.

All four companies will operate from a single headquarters which
will be located in Greensboro if local authorities provide the
requested incentives. Meanwhile both present headquarters are
occupied under short-term leases.

Mr. Bakane commented, "We are pleased to provide stability and
opportunities to over 1,000 manufacturing employees at Cone's
White Oak plant here in Greensboro. We look forward to working
with the City in creating an environment in which White Oak
manufacturing can continue to prosper."

Mr. Gorga said, "I look forward to blending these two companies
and strengthening the well known Cone and Burlington brands in the
marketplace. There is great opportunity to grow what each has
started and together take our business and product strategies to
the next level."

Mr. Ross added, "ITG is already a major player in the U.S. and
Mexico and intends to internationalize further. I will be going to
China next week to discuss a wide range of topics with government
and industry leaders there. If our government creates a NAFTA-
friendly Central American Free Trade Agreement and involves the
quotas contained in China's WTO accession agreement, any
international initiative would be additive to our business rather
than replacing U.S. operations."


CONSOL ENERGY: Ranks No. 5 in Zacks' List of Stocks to Sell Now
---------------------------------------------------------------
Zacks.com currently rates CONSOL Energy Inc. (NYSE:CNX) stock with
a 'Strong Sell' (Rank #5) recommendation.

Zacks.com from time to time releases details on a group of stocks
that are part of their exclusive list of Stocks to Sell Now. Since
inception in 1988 the S&P 500 has outperformed the Zacks #5 Ranked
Strong Sells by 170.3% annually (12.1% vs. 4.5% respectively).
"While the rest of Wall Street continued to tout stocks during the
market declines of the last few years, we were telling our
customers which stocks to sell in order to save themselves the
misery of unrelenting losses," according to Zacks.com.

Here is a synopsis of why Consol Energy stock has a Zacks Rank of
5 (Strong Sell) and should most likely be sold or avoided for the
next 1 to 3 months. Note that a #5/Strong Sell rating is applied
to 5% of all the stocks the company ranks:

CONSOL Energy Inc. (NYSE:CNX) is the largest producer of high-Btu
bituminous coal in the United States, and the largest exporter of
U.S. coal. CONSOL Energy has experienced several downward
revisions from analysts over the past several weeks for the year
ending December 2004, and its earnings estimates for that year are
down by approximately -46% from two months ago. A variety of
operational problems, especially in its coal segment, brought a
fourth quarter loss that was steeper than the consensus and below
a year-ago profit. The company went on to say that final results
were lower than the revised December forecast due to additional
tax liabilities, provisions for legal contingencies, and
restructuring costs. However, CONSOL Energy stated that with
improved execution in its operations, the company should
substantially improve its financial performance in 2004. While the
company looks to have opportunity to get back on the right track
this, investors may want to be patient in the interim and watch
for its earnings estimates to rise before taking a position.

                     About the Zacks Rank

For over 15 years the Zacks Rank has proven that "Earnings
estimate revisions are the most powerful force impacting stock
prices." Since inception in 1988 the #1 Ranked stocks have
generated an average annual return of +33.7% compared to the
(a)S&P 500 return of only +12.1%. Plus this exclusive stock list
has generated total gains of +100.3% since January 2000 as the
market suffered its worst downturn in 60 years. Also note that the
Zacks Rank system has just as many Strong Sell recommendations
(Rank #5) as Strong Buy recommendations (Rank #1). And since 1988
the S&P 500 has outperformed the Zacks #5 Ranked Strong Sells by
170.3% annually (12.1% vs. 4.5% respectively). Thus, the Zacks
Rank system can truly be used to effectively manage the trading in
your portfolio.

For continuous coverage of Zacks #1 and #5 Ranked stocks, then get
your free subscription to "Profit from the Pros" e-mail newsletter
where we highlight stocks to buy and sell using our time tested
stock evaluation model. http://at.zacks.com/?id=94

The Zacks Rank, and all of its recommendations, is created by
Zacks & Co., member NASD. Zacks.com displays the Zacks Rank with
permission from Zacks & Co. on its web site for individual
investors.

                          About Zacks

Zacks.com is a property of Zacks Investment Research, Inc., which
was formed in 1978 to compile, analyze, and distribute investment
research to both institutional and individual investors. The
guiding principle behind our work is the belief that investment
experts, such as brokerage analysts and investment newsletter
writers, have superior knowledge about how to invest successfully.
Our goal is to unlock their profitable insights for our customers.
And there is no better way to enjoy this investment success, than
with a FREE subscription to "Profit from the Pros" weekly e-mail
newsletter. For your free newsletter, visit
http://at.zacks.com/?id=95

Zacks Investment Research is under common control with affiliated
entities (including a broker-dealer and an investment adviser),
which may engage in transactions involving the foregoing
securities for the clients of such affiliates.

                       About Consol Energy

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 19 bituminous coal mining complexes in
seven states. In addition, the company is one of the largest U.S.
producers of coalbed methane with daily gas production of
approximately 146.2 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.

Additional information about the company can be found at its web
site at http://www.consolenergy.com/


COTT CORP: Beverages Unit Acquires Cardinal Companies Assets
------------------------------------------------------------
Cott Corporation (NYSE: COT; TSX; BCB) announced that its
subsidiary Cott Beverages Inc. is acquiring assets of The
Cardinal Companies of Elizabethtown, LLC, including a bottling
facility located in Elizabethtown, Kentucky.

Cardinal has had a long-standing relationship with Cott as a co-
packer of soft drinks in the United States. The acquisition is
expected to add approximately US$12 million a year to Cott's
sales. The move adds additional capacity to Cott's integrated
beverage system to support the Company's growing demand for
retailer branded beverages. The terms of the transaction were not
disclosed.

"As we work with our retail partners to grow their business, we
are seeking opportunities to add production capacity where
needed," said John K. Sheppard, Cott's president and chief
operating officer. "This acquisition will strengthen our
capabilities in the mid-western U.S. and will also allow us to
offer Cott's expertise in retailer brands to new customers not
currently served by us."

Cott continues to expand its presence in the U.S. through both
organic growth and through acquisitions and alliances. This
acquisition increases the number of company owned bottling plants
to nine in the US and 19 worldwide.

Sheppard added, "We're looking forward to welcoming Cardinal's
employees to the Cott family. Under Larry Schmidt's leadership,
Cardinal has built a solid business. They now have an important
contribution to make to the success of Cott."

"Our association with Cott Beverages goes back many years," said
Larry Schmidt, president of Cardinal Companies. "We are very
pleased about our Elizabethtown plant becoming a part of the Cott
manufacturing system".

Headquartered in Elizabethtown, Kentucky, Cardinal supplies
retailers in the Mid-West region.

Cott Corporation (S&P, BB Long-Term Corporate Credit and BB+
Senior Secured Debt Ratings) is the world's largest retailer brand
soft drink supplier, with the leading take home carbonated soft
drink market shares in this segment in its core markets of the
United States, Canada and the United Kingdom.


DAVIS COACH & TOURS: Case Summary & Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Davis Coach and Tours, Inc.
        P.O. Box 40483
        Raleigh, North Carolina 27629

Bankruptcy Case No.: 04-00909

Type of Business: The Debtor provides shuttle and limousine
                  services.

Chapter 11 Petition Date: March 11, 2004

Court: Eastern District of North Carolina (Raleigh)

Judge: A. Thomas Small

Debtor's Counsel: Douglas Q. Wickham, Esq.
                  Hatch, Little & Bunn
                  P.O. Box 527
                  Raleigh, NC 27602
                  Tel: 919-856-3940

Estimated Assets: $500,000 to $1 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 10 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
Portfolio Advisors II, LLC    Secured Value:            $460,000
c/o Allegiance Financial      $640,000
Group
2925 Country Drive, Ste 103
Little Canada, MN 5117

Center Capital Corporation                              $222,127

GE Capital                    Secured Value:             $31,000
                              $36,000

GE Capital Colonial Pacific                              $29,349

Bell South Yellow Pages                                  $27,202

Internal Revenue Service                                 $13,000

Vernon Law Firm                                           $3,500

Verizon Wireless                                          $1,209

Verizon Directories                                         $151

ADT Alarm System                                            $123


DELTA FINANCIAL: Intends to File Registration Statement with SEC
----------------------------------------------------------------
Delta Financial Corporation (Amex:DFC) announced it intends to
file a registration statement with the Securities and Exchange
Commission in the second quarter of 2004.

In connection with its intent to file a registration statement,
the Company has provided notice to holders of approximately
862,000 shares of its outstanding common stock, which were
previously issued upon exercise of warrants, that the Company
intends to file a registration statement and that these holders
will be provided with the opportunity to include up to all of
their Warrant Shares in the registration statement in accordance
with the registration rights agreement affecting the Warrant
Shares, subject to all the terms of the registration rights
agreement. The registration statement contemplates the proposed
underwritten public offering by Delta of newly issued shares of
its common stock.

The actual size of any proposed offering, and its successful
completion, will depend upon a number of factors, including market
conditions. Delta believes that the completion of this offering
would help substantially increase the public float of Delta stock.
If the offering is completed, Delta intends to use approximately
$13.9 million of the proceeds to redeem all of its outstanding
Series A 10% Preferred Stock and the balance for general corporate
purposes.

A registration statement relating to these securities has not been
filed with the Securities and Exchange Commission. These
securities may not be sold nor may offers to buy be accepted prior
to the time a registration statement is declared effective by the
Securities and Exchange Commission. The offering of these
securities shall be made only by means of a prospectus that will
be contained in such effective registration statement. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of these securities
in any state of jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification
under the securities laws of any such state or jurisdiction.

                      About the Company

Founded in 1982, Delta Financial Corporation is a Woodbury, New
York-based specialty consumer finance company that originates,
securitizes and sells non-conforming mortgage loans. Delta's loans
are primarily secured by first mortgages on one- to four-family
residential properties. Delta originates home equity loans
primarily in 26 states. Loans are originated through a network of
approximately 1,700 independent brokers and the Company's retail
offices. Since 1991, Delta has sold approximately $9.3 billion of
its mortgages through 38 securitizations.

                         *   *   *

In its Form 10-Q filed with the Securities & Exchange Commission,
Delta Financial corporation reports:

               LIQUIDITY AND CAPITAL RESOURCES

"We  require  substantial  amounts  of  cash to fund  our  loan  
originations, securitization  activities and  operations.  We have  
organically  increased our working capital over the last eight
quarters.  In the past, however, we operated generally on a
negative cash flow basis.  Embedded in our current cost structure
are many fixed  costs,  which are not likely to be  significantly  
affected by a relatively  substantial  increase in loan  
originations.  If we can  continue to originate a sufficient  
amount of mortgage  loans and generate  sufficient  cash revenues
from our securitizations and sales of whole loans to offset our
current cost  structure and cash uses,  we believe we can continue
to generate  positive cash  flow  in the  next  several  fiscal  
quarters.  However,  there  can be no assurance that we will be
successful in this regard.  

"Historically,  we have  financed our  operations  utilizing  
various  secured credit financing  facilities,  issuance of
corporate debt (i.e.,  Senior Notes), issuances of equity, and the
sale of interest-only certificates and/or NIM notes and  mortgage   
servicing   rights  sold  in   conjunction   with  each  of  our
securitizations  to offset our  negative  operating  cash flow and  
support  our originations, securitizations, and general operating
expenses.

"To  accumulate  loans  for  securitization  or  sale,  we  borrow  
money on a short-term  basis through  warehouse lines of credit.  
We have relied upon a few lenders to provide the primary credit  
facilities for our loan  originations and at September 30, 2003,
we had two warehouse  facilities  for this purpose.  Both credit  
facilities  have a variable  rate of interest  and, as of
September  30, 2003,  were due to expire in May 2004. In October
2003, our warehouse  financing providers each increased their
commitment amounts to $250.0 million, from $200 million and
lowered the financing  rate.  In addition,  we extended the
maturity date for one of the facilities to October 2004.

"There can be no  assurance  that we will be able to either  renew
or  replace these warehouse facilities at their maturities at
terms satisfactory to us or at all. If we are not able to obtain  
financing,  we will not be able to  originate new loans and our  
business and results of  operations  will be  materially  and
adversely affected."


DEX MEDIA: CFO to Speak at Lehman Brothers' Conference on Mar 23
----------------------------------------------------------------
Dex Media, Inc.'s Chief Financial Officer, Robert M. Neumeister,
will speak at the Lehman Brothers' High Yield Bond & Syndicated
Loan Conference at Disney's Yacht & Beach Club Resort in Orlando,
Florida on Tuesday, March 23 at 10:50 a.m. EST (8:50 a.m. MST).

sPresentation materials will be available on the Dex Media web
site at www.dexmedia.com . The presentation will also be broadcast
live and replay audio will be available via web cast at

     http://customer.nvglb.com/LEHM002/032204a_by/default.asp?entity=dex  

                    About Dex Media, Inc.

Dex Media, Inc. (S&P, BB- Corporate Credit Rating, Negative
Outlook) is the parent company of Dex Media East LLC and Dex Media
West LLC.  Dex Media, Inc., through its subsidiaries, provides
local and national advertisers with industry-leading directory,
Internet and direct marketing solutions.  The official, exclusive
publisher for Qwest Communications International Inc., Dex Media
published 271 directories in Arizona, Colorado, Idaho, Iowa,
Minnesota, Montana, Nebraska, New Mexico (including El Paso,
Texas), North Dakota, Oregon, South Dakota, Utah, Washington and
Wyoming in 2002.  As the world's largest privately-owned incumbent
directory publisher, Dex Media produces and distributes 45 million
print directories, and CD ROMs.  Its Internet directory,
qwestdex.com, receives more than 85 million annual searches.


DII INDUSTRIES: Gets Until May 12, 2004 to Decide on Leases
-----------------------------------------------------------
DII Industries, LLC and its Kellogg, Brown & Root debtor-
affiliates sought and obtained the Court's authority to extend the
time within which they may assume or reject the Leases to the
later of May 12, 2004, or the date as the Plan may be confirmed,
but in no case later than June 18, 2004.

Headquartered in Houston, Texas, Kellogg, Brown & Root is engaged
in the engineering and construction business, providing a wide
range of services to energy and industrial customers and
government entities in over 100 countries. DII has no business
operations.  The Company filed for chapter 11 protection on
December 16, 2003 (Bankr. W.D. Pa. Case No. 02-12152). Jeffrey N.
Rich, Esq., Michael G. Zanic, Esq., and Eric T. Moser, Esq., at
Kirkpatrick & Lockhart LLP, represent the Debtors in their
restructuring efforts.  (DII & KBR Bankruptcy News, Issue No. 8;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


DIMON: S&P Affirms Low-B Credit Rating & Revises Outlook to Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services revisee its outlook on the
second-largest independent leaf tobacco processor DIMON Inc. to
stable from positive. At the same time, DIMON's 'BB' corporate
credit and senior unsecured debt ratings were affirmed.

Danville, Virginia-based DIMON has about $490 million of rated
debt.

"The outlook revision reflects the recent amendment to the
unsecured bank credit facility, weak operating and financial
performance, and the expectation that operating performance,
margins, and financial measures will be below Standard & Poor's
expectations in the near term," said credit analyst Jayne M. Ross.

The ratings on DIMON reflect the challenging business environment
in which the company operates, including global competition,
political unrest in certain leaf-tobacco producing countries, a
changing U.S. leaf-tobacco market, declining U.S. cigarette
consumption, and a leveraged financial profile. In addition, there
is customer concentration risk. These concerns are somewhat
mitigated by the company's position as the world's second-largest
independent leaf tobacco merchant, its sourcing diversification,
strong customer relationships with the leading cigarette
manufacturers, and better balance in worldwide leaf tobacco supply
and demand.


DOBSON COMMS: Completes Debt Repurchases of 8-7/8% Senior Notes
---------------------------------------------------------------
Dobson Communications Corporation (Nasdaq:DCEL) completed a series
of open market transactions since the beginning of 2004 to
repurchase approximately $55.5 million (original principal amount)
of its 8-7/8% Senior Notes for approximately $48.3 million. CUSIP
for the 8-7/8% Senior Notes is 256072AD1.

Dobson Communications is a leading provider of wireless phone
services to rural markets in the United States. Headquartered in
Oklahoma City, the Company owns wireless operations in 16 states,
with markets covering a population of 10.6 million. The Company
serves 1.6 million customers. For additional information on the
Company and its operations, please visit its Web site at
http://www.dobson.net/  

                        *   *   *

Standard & Poor's Ratings Services placed its ratings for Dobson
Communications Corp., American Cellular Corp., and related
entities (including the 'B-' corporate credit rating) on
CreditWatch with negative implications.

"The CreditWatch placement reflects the potential violation of
bank covenants before year-end 2004 resulting from the company's
revised EBITDA guidance, as well as increased pressure on roaming
revenue due to the pending merger between AT&T Wireless Services
Inc. (AWE) and Cingular Wireless LLC," explained Standard & Poor's
credit analyst Rosemarie Kalinowski.


DOUGLAS DYNAMICS: S&P Assigns B+ Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Douglas Dynamics LLC, Milwaukee, Wisconsin-based
manufacturer of snowplows and sand and salt spreaders. At the same
time Standard & Poor's assigned its 'B+' secured bank loan rating
to the company's proposed first-lien credit facilities consisting
of a $50 million revolving credit facility due in 2009 and $120
million term loan due in 2010. Standard & Poor's assigned a
recovery rating on the first-lien loan of '3', indicating
meaningful recovery of principal in the event of a default. The
second-lien term loan amounting to $50 million that matures in
2011 is assigned a rating of 'B-', or two notches below the
corporate credit rating, and a recovery rating of '5', indicating
negligible recovery in the event of a default.

Douglas Dynamics is being sold by its parent AK Steel Corp.
(B+/Negative/--) to an investor group led by Aurora Capital Group,
with the transaction expected to close by the end of March 2004.
Total rated debt on Douglas Dynamics is $220 million.

"The speculative-grade ratings on Douglas Dynamics reflect its
high business risk stemming from the volatile and seasonal nature
of the business, with limited product diversity and financial
flexibility," said Standard & Poor's credit analyst John Sico.

Operating in a narrow niche, the company mitigates the high
business and financial risks somewhat by its strong brands and
leading niche-market position, with high EBITDA margins and good
cash flow generation. Its high variable cost structure limits the
effect that volatility has on its relatively strong operating
margins.

The company operates within the snow- and ice-control equipment
segment of winter-related products industry. Products include
snowplows and salt and sand spreaders for attachment/addition to
pick-up trucks/light-duty vehicles, including wiring harnesses,
mounts, and hydraulics. The company has a leading market position
with its brands--Western and Fisher.

The company is diversified somewhat by geography but has
essentially only one end-market. It competes in the snow-belt area
of the Northeast, East, and Midwest, in urban and suburban areas.
It is highly dependent on one factor--snowfall. There is some
relation to light-truck sales and the overall economy, but sales
are isolated to one main variable, the amount of snowfall in a
season, and more particularly on how much of that snow comes early
in the season. The company's view is that despite the vagaries
of weather, sales are highly predictable.


DPL: Moody's Downgrades and Puts Low-B Ratings on Review  
--------------------------------------------------------
Moody's Investors Service lowers the ratings for DPL, DP&L and DPL
Capital Trust II. Moody will put the three Issuers rating under
review for possible further downgrade.

The downgrade reflects Moody's concerns on cash flow reliability
from the company's investment portfolio and untransparency; high
leverage at the holding company; effects of poor market conditions
and unexpected increase of natural gas prices on DPL's wholesale
merchant generation portfolio, and allegations due to a $70
million settlement cost for a class action shareholder lawsuit;
the company's Form 10-K filing delay as was required by March 15,
2004; concern on corporate governance in a letter to the Board of
Directors by the company's controller and  the effect on financing
prospects to meet imminent funding needs depending upon the
outcome of these developments.

                Downgraded Ratings under Review:

                DPL

        Ba2 - senior unsecured debt

                DP&L

        Baa2 - senior secured debt
        Baa3 - Issuer Rating
        Ba2  - preferred stock
        Prime-3 - commercial paper

                DPL Capital Trust II

        Ba3 - trust preferred securities.


Headquartered in Dayton, Ohio, DPL Inc. operates in the Midwest
through its subsidiaries The Dayton Power and Light Company, DPL
Energy, and MVE, Inc.


ENRON CORP: Former Employee Turns to Coburn & Schertler for Advice
--------------------------------------------------------------
Phillip Lord, who up to December 1, 2003 was an employee of Enron
Corporation, asks the Court, pursuant to Sections 327(e) and 330
of the Bankruptcy Code and Rules 2014(a) and 2016 of the Federal
Rules of Bankruptcy Procedure, to authorize his retention of
Coburn & Schertler LLP in connection with, and through the
completion of, certain government and other investigations
relating to the Debtors, nunc pro tunc to April 23, 2003.

Lisa Freiman Fishberg, Esq., at Coburn & Schertler LLP, in
Washington, D.C., explains that with respect to the various
Investigations various government and administrative agencies
commenced concerning the Debtors, current and former Enron
employees became witnesses -- including Mr. Lord.  To assist him
in responding to governmental inquiries, Mr. Lord initially
retained Swidler Berlin Shereff Friedman LLP.

On April 15, 2003, Swidler advised Mr. Lord that he retain other
counsel.  Thus, on April 21, 2003, Mr. Lord retained Coburn to
represent him with respect to the Enron-related governmental
inquiries.  Subsequently, David Schertler, on behalf of Mr. Lord,
communicated with both John Kroger and Ben Campbell of the
Department of Justice's Enron Task Force with respect to Mr.
Lord's status in the Task Force's criminal investigation.  In
these communications, the prosecutors indicated their interest in
obtaining Mr. Lord's cooperation as a witness in its
investigation.  Mr. Lord has been cooperating, and intends to
continue to cooperate, with the Enron Task Force as a witness in
its investigation.

As counsel, Coburn will continue:

   (a) representing Mr. Lord as witness in connection with
       specific civil, criminal and administrative
       Investigations or other regulatory matters relating to
       the Debtors involving any branches or agencies of the
       United States Government, as well as similar matters
       initiated by foreign or domestic state or local
       governmental entity;

   (b) representing Mr. Lord as witness in any litigation or
       arbitration matters relating to the Investigations;

   (c) attending meetings with third parties with respect to the
       Investigations on Mr. Lord's behalf;

   (d) appearing before the Bankruptcy Court, any district or
       appellate courts, and the U.S. Trustee on Mr. Lord's
       behalf with respect to the Investigations;

   (e) facilitating and coordinating communications between Mr.
       Lord and other parties in connection with the
       Investigations; and

   (f) performing the full range of legal services normally
       associated with the Investigation matters.

Since Swidler cannot represent Mr. Lord anymore, Ms. Fishberg
contends that allowing Mr. Lord to retain Coburn is only fair and
reasonable.

According to Ms. Fishberg, Mr. Schertler has been and is
anticipated to continue to be the attorney primarily responsible
for Mr. Lord's representation.  Mr. Schertler's hourly rate is
$275.  Danny Onorato, Esq., an associate at Coburn, has also
represented Mr. Lord.  Mr. Onorato's hourly rate is $175.  Aside
from the fees, Coburn will also seek reimbursement of out-of-
pocket expenses incurred.  To date, Coburn incurred approximately
$40,000 in services and expenses.

Mr. Schertler assures Judge Gonzalez that his firm does not hold
or represent any interest adverse to the Debtors or to their
estates in the matters with respect to which it is to be engaged.
(Enron Bankruptcy News, Issue No. 101; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


ENRON CORP: Court Clears Underwriters Settlement Agreement
----------------------------------------------------------
Enron Corporation, Enron International, Inc., Enron Asia
Pacific/Africa/China LLC, Enron South America LLC, Enron
Caribbean Basis LLC and Atlantic Commercial Finance, Inc. sought
and got Court approval for a Comprehensive Settlement Agreement
among Enron for itself and on behalf of each Insured, the other
Debtors and certain issuers -- the Underwriters -- of political
risk insurance in respect of Enron's interests in various Foreign
Enterprises worldwide.  Ponderosa Assets LP and Whitewing
Associates LP are also parties to the Comprehensive Settlement
Agreement.

              The Relationship with the Underwriters

Martin A. Sosland, Esq., at Weil, Gotshal & Manges LLP, in New
York, related that prepetition, Enron, through direct and
indirect subsidiaries, was involved in, among other things,
investments to develop, finance, construct, own, operate and
maintain electricity and gas generation and distribution
facilities and other infrastructure investments internationally.
Enron obtained political risk insurance in respect of the
Investments from, inter alia, the Underwriters.  The Underwriters
are Steadfast Insurance Company and certain other entities.

The insurance Enron obtained provided that the insured under the
Policies could be Enron and subsidiary, affiliated, associated or
allied companies, corporations, firms or organizations as
specified on each Declaration off the Master Cover policies,
provided that Enron had majority ownership and management control
of those entities.  According to Mr. Sosland, the Underwriters
have issued eight separate Master Cover policies in respect of the
Investments.

On August 12, 2002, Ponderosa filed an expropriation claim with
respect to one of the Investments, TGS, a gas pipeline
company in Argentina.  Enron, Ponderosa and the Underwriters
commenced negotiations to settle disputes that had arisen related
to the validity of claims under the Policies and the
Underwriters' investigation of their right to avoid the Policies
ab initio from their inceptions.

                      The Tolling Agreement

To facilitate ongoing discussions to resolve the Dispute, on
June 11, 2003, Enron, Ponderosa and the Underwriters entered into
a tolling agreement whereby they mutually agreed, among other
things, that the time period would be tolled for the prosecution
or adjustment of claims by the Insured under the Policies and the
defense of any claims and any claim that the Underwriters had
that the Policies could be avoided would not be prejudiced during
the tolling period.

              The Comprehensive Settlement Agreement

Since August 12, 2002, Mr. Sosland reports, the Enron Parties and
the Underwriters were involved in ongoing discussions to resolve
their Dispute.  On December 1, 2003, the Enron Parties and the
Underwriters entered into the Comprehensive Settlement Agreement,
which provides, inter alia, that:

   (a) The interpretation of certain provisions of the Policies
       and the Assumptions and Consents is confirmed by the
       Enron Parties and the Underwriters;

   (b) The Enron Parties will take back the premiums tendered
       after the Petition Date, represented by the return to
       Enron of the JLT Amount and the Steadfast Escrow Amount;

   (c) Any Enron Party, which is a debtor in a Chapter 11 case
       and which may have an interest in the Policies, including
       the Debtors, will reject the Policies under Section
       365(a) of the Bankruptcy Code;

   (d) The Underwriters will cancel the Policies as of the
       Petition Date for rejection under the Bankruptcy Code and
       for non-payment of premium;

   (e) The Enron Parties will accept the cancellation of the
       Policies as of the Petition Date;

   (f) The Underwriters will tender the premiums paid by the
       Enron Parties and received by the Underwriters prior to
       the Petition Date, with interest thereon;

   (g) The Underwriters will pay to the Enron Parties interest
       on the premiums tendered by the Enron Parties but not
       accepted by the Underwriters;

   (h) The Enron Parties will accept the Payment Amount; and

   (i) The releases given by the Parties under the Comprehensive
       Settlement Agreement will be effective.

Enron estimates that the return to the Enron Parties, as
calculated under the Comprehensive Settlement Agreement, will be
approximately $88,000,000. (Enron Bankruptcy News, Issue No. 101;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


EXIDE TECHNOLOGIES: Brings-In Schnader Harrison as Special Counsel
----------------------------------------------------------
Exide Technologies and its debtor-affiliates seek the Court's
authority to employ Schnader Harrison Segal & Lewis LLP as special
counsel, nunc pro tunc to February 1, 2004.  

Kathleen Marshall DePhillips, Esq., at Pachulski, Stang, Ziehl,
Young, Jones & Weintraub PC, in Wilmington, Delaware, relates
that the Debtors previously employed Schnader as an ordinary
course professional.  Schnader is the Debtors' national
environmental counsel, national counsel on toxic tort matters,
and employment counsel.  Due to the expanded scope of Schnader's
engagement, the Debtors now seek to employ Schnader pursuant to
Section 327 of the Bankruptcy Code.

As special counsel, Schnader will be:

   (a) representing the Debtors with respect to environmental
       regulatory advice, environmental health & safety
       compliance, records policies, environmental matters,
       personal injury matters, property damage, human relations
       and routine commercial litigation;

   (b) advising the Debtors on contract negotiations or disputes
       regarding allocations of duties, liabilities and
       indemnities;

   (c) negotiating settlements of government demands and
       private claims related to occupational exposure or
       environmental compliance;

   (d) providing national oversight on the Debtors' environmental
       compliance policies and responses to litigation, claims or
       government actions;

   (e) providing oversight and managing common regulatory and
       technical issues in environmental or occupational safety
       and health compliance;

   (f) litigating environmental, health and safety, human
       relations and routine commercial litigation matters in the
       United States;

   (g) litigating, on behalf of the Debtors, all environmental
       aspects, including matters arising from contested matters
       under Rule 9014 of the Federal Rules of Bankruptcy
       Procedure, adversary proceedings commenced under Rule 7001
       of the Federal Rules of Bankruptcy Procedure, or proofs of
       claim filed under Section 501 of the Bankruptcy Code and
       Rule 3001 of the Federal Rules of Bankruptcy Procedure;

   (h) preparing, on behalf of the Debtors, all necessary
       pleadings, discovery requests, and other legal papers in
       legal matters, adversary proceedings, contested matters,
       and claims litigation;

   (i) appearing in Court to represent the Debtors' interest; and

   (j) assisting in various other matters based on Schnader's
       more than 17-year experience in advising the Debtors on
       legal matters.

Schnader professionals will be compensated according to their
current standard hourly rates:

          $210 to $515 for partners
          $250 to $550 for counsel
          $125 to $300 for associates
          $100 to $195 for paralegals

The professionals primarily responsible for the engagement and
their hourly rates are:

          Professional                Rate
          ------------                ----
          Robert L. Collings          $475
          J. Robert Stoltzfus          300
          Elise Fialkowski             300
          Michael J. Barrie            200

Robert L. Collings, a partner of Schnader, assures the Court that
the firm is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.  Moreover, Schnader does not
represent or hold any interest adverse to the Debtors or their
estates with respect to matters on which the firm will be
employed.

Headquartered in Princeton, New Jersey, Exide Technologies is the
world-wide leading manufacturer and distributor of lead acid
batteries and other related electrical energy storage products.  
The Company filed for chapter 11 protection on April 14, 2002
(Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and
Kirk A. Kennedy, Esq., at Kirkland & Ellis, represent the Debtors
in their restructuring efforts.  On April 14, 2002, the Debtors
listed $2,073,238,000 in assets and $2,524,448,000 in debts.
(Exide Bankruptcy News, Issue No. 42; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


FISHER SCIENTIFIC: Inks Merger Pact with Apogent Technologies
-------------------------------------------------------------
Fisher Scientific International Inc. (NYSE: FSH) and Apogent
Technologies Inc. (NYSE: AOT) announced that the boards of
directors of both companies have unanimously approved a definitive
merger agreement to combine the two companies. This strategic
combination significantly bolsters Fisher's proprietary-product
portfolio and provides the company with a $1.1 billion footprint
in the high-growth life-science market.

As a result of the transaction, Fisher Scientific will benefit
from substantially increased cash flow and financial flexibility
to pursue additional growth opportunities. Through combined
product-development efforts, an enhanced global presence and
strengthened service capabilities, Fisher will be uniquely
positioned to provide its customers with innovative products and
services.

Under the terms of the merger agreement, Apogent shareholders will
receive tax-free 0.56 shares of Fisher Scientific's common stock
for each share of Apogent common stock they own. Based on Fisher's
closing price of $52.32 per share on March 16, 2004, this
transaction would have a value of $29.30 per Apogent share. The
combined company would have pro forma 2004 full-year revenues of
approximately $5.1 billion and an enterprise value of
approximately $9 billion, including $2.7 billion of net debt. Upon
completion of the transaction, Fisher's shareholders would own
approximately 57 percent of the combined company, and Apogent's
shareholders would own approximately 43 percent. The companies
anticipate that the transaction will be completed early in the
third quarter of the 2004 calendar year.

As a result of the combination, Fisher Scientific anticipates it
will achieve synergies of approximately $55 million in 2005 and up
to $100 million on an annualized basis by year-end 2006. Following
the merger, Fisher expects earnings per share (EPS) will be $2.75
to $2.87 in 2004 and $3.45 to $3.65 in 2005, which is 4 percent to
5 percent accretive in 2005. The EPS estimates are based on 94.5
million and 122 million diluted shares outstanding in 2004 and
2005, respectively.

"[Wednes]day's announcement represents a major strategic milestone
for our company and will create a more integrated and efficient
global supply network for our customers," said Paul M. Montrone,
chairman and chief executive officer of Fisher Scientific. "With
Apogent Technologies, Fisher Scientific has further enhanced its
position in the life-science, scientific-research and clinical-lab
markets and created a stronger platform for growth. Joining forces
with Apogent enables Fisher to create efficiencies for our
customers and value for our shareholders."

Fisher Scientific Vice Chairman Paul M. Meister added, "This
transaction expands our portfolio of proprietary consumable
products, which creates revenue growth opportunities, enhances our
margins and drives earnings growth. Notably, the combined company
will also generate significant free-cash flow, which will enable
us to continue pursuing high-growth opportunities that benefit our
shareholders."

"Fisher is an industry leader and a company that we know well,"
said Frank H. Jellinek, Jr., president and chief executive officer
of Apogent Technologies Inc. "Apogent's customers, employees and
shareholders have a very attractive opportunity to participate in
the exciting potential created by the combination of these two
businesses."

                       Strategic Benefits

The combination of Fisher Scientific and Apogent Technologies will
result in several strategic benefits, including providing Fisher
with an enhanced:

-- Life-science market position. Fisher's life-science footprint
   will grow by more than 50 percent to $1.1 billion as a result
   of this combination. Apogent's Remel business complements
   Fisher's previously announced Oxoid acquisition, and the
   combination creates a $275 million microbiology unit. In
   addition, Apogent's wide range of consumable products for
   protein-based research and other drug-discovery applications
   enhances Fisher's life-science portfolio.

-- Biopharma-production and diagnostic-reagent offering. The
   combination of Apogent Technologies and Fisher Scientific
   strengthens Fisher's position in biopharma-production and
   diagnostic-reagents.

-- Global market presence. Apogent has manufacturing operations
   throughout the world that will complement and enhance Fisher's
   existing worldwide distribution and supply network. In
   addition, the combination with Apogent more than doubles
   Fisher's team of technically trained sales specialists.

                    Financial Benefits

The companies anticipate that the transaction will result in
several key financial benefits, including:

-- Enhanced margins. As a result of this transaction, Fisher
   expects higher-margin, proprietary products to increase from 50
   percent to approximately 60 percent of its total annual sales.
   Fisher projects that operating margins will increase and be in
   the range of 10.5 percent to 10.7 percent in 2004 and 13.3
   percent to 13.5 percent in 2005.

-- Synergy opportunities. Fisher Scientific expects to achieve
   approximately $55 million of cost savings and other benefits in
   2005. Fisher believes that the potential annual synergies could
   reach $100 million on an annualized basis by the end of 2006.
   These synergies will come from, among other things,
   manufacturing rationalization and facility consolidations.

-- Revenue growth. Fisher Scientific believes that Apogent's
   revenue growth will be enhanced as a result of the combination
   with Fisher. For 2004, Fisher expects revenue growth of
   approximately 27.5 percent to 29.5 percent, with approximately
   14 points of this growth from its combination with Apogent. For
   2005, Fisher expects revenue growth of approximately 19.0
   percent to 21 percent, with 11.5 points of this growth from its
   combination with Apogent.

-- Earnings growth. Excluding estimated one-time costs in 2004 and
   2005 of $175 million related to inventory step-up amounts,
   merger expenses, restructuring and other integration costs,
   Fisher expects the transaction to be neutral to 2004 EPS and 15
   cents accretive in 2005.

-- Strong operating cash flow. Fisher Scientific anticipates cash
   flow from operations will total $510 million to $540 million in
   2005, as a result of the transaction announced today. Free-cash
   flow, defined as cash from operations less capital
   expenditures, in 2005 is expected to be approximately $380
   million to $410 million. The increased financial flexibility
   will enhance Fisher's ability to pursue strategic growth
   opportunities.

                         Management

Upon closing of the transaction, the following Fisher Scientific
officers will continue to serve in their current positions: Paul
M. Montrone, as chairman and chief executive officer of Fisher,
Paul M. Meister, as vice chairman, and David T. Della Penta, as
president and chief operating officer. In addition, Frank H.
Jellinek, Jr., president and chief executive officer of Apogent
Technologies, will serve as chairman emeritus of Fisher.

At the close of the transaction, four of Fisher Scientific's
current directors will continue to serve on its board along with
Mr. Montrone and Mr. Meister. Additionally, four members of the
Apogent Technologies board of directors, including Mr. Jellinek,
will join Fisher's board, increasing it to 10 directors.

Fisher Scientific has a strong track record of successfully
executing strategic transactions. Since 1991, the company has
completed 36 acquisitions with more than $2 billion in revenues.
Given the complementary nature of the businesses and the solid
management teams at both companies, Fisher and Apogent expect to
realize the benefits of this transaction quickly and efficiently.

Upon closing of the transaction, the combined company will be
called Fisher Scientific International Inc. and will be
headquartered in Hampton, N.H.

                          Approvals

The merger is subject to the approval of the shareholders of both
Fisher Scientific and Apogent Technologies, as well as customary
regulatory approvals.

                          Advisors

Goldman, Sachs & Co. and Lazard Freres & Co. LLC acted as
financial advisors to Fisher Scientific, and Skadden, Arps, Slate,
Meagher & Flom LLP provided legal counsel.  Lehman Brothers Inc.
acted as financial advisors to Apogent, and Simpson Thacher &
Bartlett LLP and Quarles & Brady LLP provided legal counsel.

               About Apogent Technologies Inc.

Apogent is a diversified worldwide leader in the design,
manufacture, and sale of laboratory and life-science products
essential for healthcare diagnostics and scientific research.
Apogent's companies are divided into two business segments for
financial reporting purposes: Clinical Group and Research Group.

          About Fisher Scientific International Inc.

As a world leader in serving science, Fisher Scientific
International Inc. (NYSE: FSH) offers more than 600,000 products
and services to more than 350,000 customers located in
approximately 145 countries. Fisher's customers include
pharmaceutical and biotech companies; colleges and universities;
medical-research institutions; hospitals and reference labs;
quality-control, process-control and R&D labs in various
industries; as well as government and first responders. As a
result of its broad product offering, electronic-commerce
capabilities and integrated global logistics network, Fisher
serves as a one-stop source of products, services and global
solutions for its customers. The company primarily serves the
scientific-research, clinical-laboratory and safety markets.
Additional information about Fisher is available on the company's
Web site at http://www.fisherscientific.com/

As reported in the Troubled Company Reporter's February 20, 2004
edition, Standard & Poor's Ratings Services assigned its 'B+'
rating to Fisher Scientific International Inc.'s $300 million of
senior subordinated convertible notes due March 1, 2024. The 'BB'
corporate credit, 'BB+' senior secured, and 'BB-' senior unsecured
debt ratings are affirmed. The outlook is negative.

"The speculative-grade ratings reflect Hampton, New Hampshire-
based Fisher Scientific International Inc.'s substantial debt
burden, which outweighs the benefits of its position as a leading
distributor and manufacturer of supplies for life science research
and clinical laboratories," said Standard & Poor's credit analyst
David Lugg. "Fisher's reliance on debt-financed acquisitions to
add to the range of self-manufactured products it distributes is a
key factor limiting the rating to speculative grade."


FISHER SCIENTIFIC: S&P Places Low-B Ratings on Watch Positive
-------------------------------------------------------------
Standard & Poor's Ratings Services places its 'BB' corporate
credit, 'BB+' senior secured, 'BB-' senior unsecured, and 'B+'
subordinated debt ratings on laboratory and life science equipment
provider Fisher Scientific International Inc. on CreditWatch with
positive implications in light of its agreement to purchase
Apogent Technologies Inc. for about $3.7 billion in an all-stock
transaction. At the same time, Standard & Poor's placed its 'BBB-'
corporate credit and senior unsecured debt ratings and its 'BB+'
subordinated debt ratings on Apogent on CreditWatch with negative
implications.

"The acquisition would significantly advance Fisher's goal to
increase its proportion of self-manufactured products, while
improving its overall capital structure and expanding cash flow,"
said Standard & Poor's credit analyst David Lugg. "Still, this is
its fourth and largest acquisition announced in less than 12
months. Fisher will be challenged to manage the integration of
manufacturing while continuing to provide the high level of
service expected by its customers. Apogent's currently higher
level of credit quality will be somewhat compromised by its
combination with the lower-rated Fisher."

Hampton, N.H.-based Fisher Scientific International Inc. has a
substantial debt burden related to its aggressive acquisition
activity, which outweighs the benefits of its position as a
leading distributor and manufacturer of supplies for life science
research and clinical laboratories. Portsmouth, N.H.-based Apogent
manufactures a range of commodity and differentiated products used
by life science research and clinical diagnostic laboratories.

Fisher has a well-established position as one of two major
providers of a wide variety of supplies and equipment for the
scientific and clinical laboratory communities. The company's
broad product offering, diverse customer base, exclusive
distribution arrangements with equipment manufacturers, and
agreements with most major domestic group-purchasing
organizations are barriers to entry for new competitors. Because
Fisher has only a small presence in the big-ticket capital
equipment market, its sales are not strongly influenced by the
capital budget cycles of its public and private customers. Sales
of consumable products contribute about 80% of the total,
providing a stable base of recurring revenues. The company's
acquisition activity highlights efforts to increase its
proportion of self-manufactured products, which now account for
almost half of revenues. Pro forma for the acquisition of Apogent,
proprietary products are expected to exceed 60%.

This all-stock transaction will markedly improve Fisher's capital
structure, as total debt to capital is expected to fall to less
than 45% from more than 73%. Less dramatic but nonetheless
substantive improvements are expected in its other credit
measures. Total debt to EBITDA could improve to 3.8x from an
estimated 4.3x, considering the borrowings used for Fisher's
recent debt-financed acquisitions. At the same time, the
transaction would create a more financially leveraged entity than
Apogent is on its own.

Standard & Poor's will review management's plans to refinance
borrowings and integrate operations before resolving the
CreditWatch listings.


FOSTER WHEELER: Wins Three-Year Alliance Contract from Huntsman
---------------------------------------------------------------
Foster Wheeler Ltd. (OTCBB: FWLRF) announced that its subsidiary,
Foster Wheeler Energy Limited, has been selected by Huntsman
Petrochemicals (UK) Ltd as their Project, Design and Technical
Services Alliance Partner for a period of three years for the
Wilton and North Tees sites in the north east of England. These
facilities comprise the assets of Huntsman's olefins, aromatics
and polyurethanes businesses.

Under the scope of the contract, Foster Wheeler will provide
front-end engineering, project management and detailed engineering
services and plant technical support, with options for procurement
and construction management services. The Alliance will be managed
from Foster Wheeler's Teesside Operations at Middlesbrough, close
to both sites, with additional specialist technical support
provided from Foster Wheeler's Reading office.

Ian Bill, chairman and chief executive of Foster Wheeler Energy
Limited, commented: "We are pleased to have been selected for this
strategically important contract and delighted to have the
opportunity to work with Huntsman for a further three years to
help them meet their business objectives.

"This type of 'plant gate' alliance, where we deliver services
locally, either at or very close to our clients' assets, with the
full and flexible support of specialists from our Reading
operations, is a very important business line for us.

"Our Teesside operations has similar alliance relationships with a
number of other multinational companies with assets in the region.
Working in such close proximity with our clients helps us develop
a much deeper understanding of their objectives, and engenders an
environment in which we can deliver continuous improvement,
including cost reduction, schedule reduction and further step-
changes in safety performance."

Paul Booth, vice president, Huntsman Petrochemicals (UK) Ltd,
said: "Such is the importance of these sites to Huntsman's global
business, that it was vital that we selected a partner to assist
us in finding ways to run our manufacturing sites more efficiently
and cost effectively. We were already delighted with the standard
of work undertaken by Foster Wheeler for us in the past, and we
look forward to further developing our partnership in the future."

The combined Huntsman companies constitute the world's largest
privately held chemical company. The operating companies
manufacture basic products for a variety of global industries
including chemicals, plastics, automotive, aviation, footwear,
paints and coatings, construction, technology, agriculture, health
care, textiles, detergent, personal care, furniture, appliances
and packaging. Originally known for pioneering innovations in
packaging, and later, rapid and integrated growth in
petrochemicals, Huntsman-held companies today have more than
15,000 employees, operations in 30 countries and annual revenues
of approximately $9 billion.

Foster Wheeler Ltd. -- whose December 26, 2003 balance sheet shows
a total shareholders' deficit of $872,440,000 -- is a global
company offering, through its subsidiaries, a broad range of
design, engineering, construction, manufacturing, project
development and management, research and plant operation services.
Foster Wheeler serves the refining, oil and gas, petrochemical,
chemicals, power, pharmaceuticals, biotechnology and healthcare
industries. The corporation is based in Hamilton, Bermuda, and its
operational headquarters are in Clinton, New Jersey, USA. For more
information about Foster Wheeler, visit http://www.fwc.com/


GEORGIA-PACIFIC: Elects to Call 9.5% Debentures Due May 2022
------------------------------------------------------------    
Georgia-Pacific Corp. (NYSE: GP) elected to call $250 million of
its 9.5 percent debentures due May 15, 2022.  The debentures were
issued in May 1992. The company anticipates that the debentures
will be redeemed on or about April 20, 2004.

Georgia-Pacific said it will use funds available under its
revolving credit facility to redeem these debentures. The company
expects to record a second quarter 2004 pretax charge of
approximately $12.5 million for call premiums and to write off
deferred debt issuance costs.

Headquartered at Atlanta, Georgia-Pacific (S&P, BB+ Corporate
Credit Rating, Negative) is one of the world's leading
manufacturers and marketers of tissue, packaging, paper, building
products, pulp and related chemicals. With 2003 annual sales of
more than $20 billion, the company employs approximately 60,000
people at 400 locations in North America and Europe.  Its familiar
consumer tissue brands include Quilted Northern(R), Angel Soft(R),
Brawny(R), Sparkle(R), Soft 'n Gentle(R), Mardi Gras(R), So-
Dri(R), Green Forest(R) and Vanity Fair(R), as well as the
Dixie(R) brand of disposable cups, plates and cutlery.  Georgia-
Pacific's building products business has long been among the
nation's leading suppliers of building products to lumber and
building materials dealers and large do-it-yourself warehouse
retailers.  For more information, visit http://www.gp.com/


GSD PRODUCTIONS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: GSD Productions Inc.
        25 Hempstead Gardens Drive
        West Hempstead, New York 11552

Bankruptcy Case No.: 04-81659

Type of Business: The Debtor is a rental, sales, design and
                  production house for lighting, sound, video,
                  multi-media, staging, and special effects. The
                  company provides equipment and technical support
                  for special events, corporate affairs, festival
                  concerts, and theatrical productions. See
                  http://www.gsdpro.com/

Chapter 11 Petition Date: March 16, 2004

Court: Eastern District of New York (Central Islip)

Debtor's Counsel: Robert S. Arbeit, Esq.
                  Pinks Arbeit Boyle & Nemeth
                  140 Fell Court, Suite 303
                  Hauppauge, NY 11788
                  Tel: 631-234-4400
                  Fax: 631-234-4445

Total Assets: $3,121,000

Total Debts:  $1,307,556

Debtor's 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
TMB Assoc.                    Services Rendered         $141,272

Electronic Theatre Controls   Goods Supplied            $119,616

Martin Professional, Inc.     Goods Supplied            $101,000

Sunshine & Feinstein          Services Rendered          $70,000

LEX Products Corp.            Goods Supplied             $46,951

Local 340                     Employee Benefits          $35,000

Arri USA, Inc.                Goods Supplied             $25,970

Barbizon Electric Co., Inc.   Goods Supplied             $25,000

Strand Lightning              Goods Supplied             $23,187

High End Systems              Goods Supplied             $22,968

Sennheiser                    Services Rendered          $12,500

Catalanotto & Catalanotto     Services Rendered          $10,000

Ed Connelly                   Services Rendered          $10,000

Eastern Acoustics             Services Rendered           $8,824

Lightning & Electronics       Goods Supplied              $8,603

Sainson Technologies          Goods Supplied              $8,528

Lycian Stage Lightning        Goods Supplied              $7,699

White Light                   Goods Supplied              $7,482

Ushio America, Inc.           Goods Supplied              $6,649

Crest Audio                   Goods Supplied              $5,336


GTC TELECOM: Recurring Losses Prompts Going Concern Uncertainty
---------------------------------------------------------------
GTC Telecom provides various services including, telecommunication
services, which includes  long distance telephone and calling card
services, Internet related services, including  Internet Service
Provider access, and business process outsourcing ("BPO")
services.  GTC  Telecom Corp. was organized as a Nevada
Corporation on May 17, 1994 and is currently based in Costa Mesa,
California. The Company trades on the Over-The-Counter Bulletin
Board under the symbol "GTCC".

The Company's condensed consolidated financial statements have
been prepared assuming the Company will continue as a going
concern, which contemplates, among other things, the realization
of assets and satisfaction of liabilities in the normal course of
business.  

As of December 31, 2003, the Company had negative working capital
of $7,665,222, liabilities from the underpayment of payroll taxes,
an accumulated deficit of $15,989,582, and a stockholders'  
deficit of $7,060,203; in addition, through December 31, 2003, the
Company historically had losses from operations and a lack of
profitable operational history, among other matters, that raise
substantial doubt about its ability to continue as a going
concern.  The Company hopes to continue to increase revenues from
additional revenue sources and/or increase  margins through
continued negotiations with MCI/WorldCom and other cost cutting
measures.  In the absence of significant increases in revenues and
margins, the Company intends to fund operations through additional
debt and equity financing arrangements.  The successful  outcome
of future activities cannot be determined at this time and there
are no assurances that if achieved, the Company will have
sufficient funds to execute its intended business  plan or
generate positive operating results.


INTEGRAL VISION: Restructures Note & Warrant Purchase Agreements
----------------------------------------------------------------
Integral Vision, Inc. (OTC Bulletin Board: INVI)has restructured
its Note and Warrant Purchase Agreements. The restructuring
converts past due interest and a portion of the principal on
existing notes into new convertible notes at a lower interest
rate. A portion of the restructuring is contingent on the
shareholders' approval of a proposal to increase the Company's
authorized stock to 31,000,000 shares at the Company's annual
shareholders' meeting to be held on May 6, 2004. As part of the
restructuring, two unsecured creditors have agreed to convert a
total of nearly $493,000 of demand notes into a combination of the
new convertible notes and unsecured notes due July 1, 2005.
Additionally, several note holders have notified the Company they
are utilizing the principal on existing notes to exercise warrants
to purchase the Company's common stock.

"We are very pleased with this restructuring in that it permits
the resolution of any potential default issues with these notes
and substantially improves our balance sheet," said Charles J.
Drake, Chairman and CEO of Integral Vision, Inc. "We are very
optimistic at this time regarding the future sales of our SharpEye
Display Inspection system. Microdisplays are now expected to reach
production volumes and we are connected with most of the major
manufacturers. We currently have the largest backlog of SharpEye
systems in our history and we expect to experience substantial
growth as the display market expands."

                    About Integral Vision

Integral Vision, Inc., an ISO 9001 registered firm, offers machine
vision- based inspection systems to the industrial manufacturer.
Integral Vision is a leading supplier of machine vision systems
used to monitor or control the manufacturing process. Vision
systems are used to supplement human inspection or provide quality
assurance when production rates exceed human capability. More
information can be found at http://www.iv-usa.com/


INTERLINE: 2003 Deficit Tops $264MM Despite Improved Performance
----------------------------------------------------------------
Interline Brands, Inc., a leading national distributor and direct
marketer of maintenance, repair and operations products, reported
a 5% increase in revenues, a 6% increase in gross profit and a 13%
improvement in operating income for the fiscal quarter ending
December 26, 2003 compared to the same period in 2002. The revenue
increase was in part due to improving conditions in the two key
markets served by Interline Brands, the professional contractor
and facilities maintenance markets.

For the year ended December 2003, operating income increased 10.4%
and gross profit increased 3.4% on a 0.4% increase in sales. Net
cash provided by operating activities increased $18.7 million in
fiscal year 2003 to $29.1 million from $10.4 million in the
comparable period for the prior year. Gross profit margin improved
110 basis points, from 37.1% for fiscal year 2002 to 38.2% for
fiscal 2003.

Interline's President and Chief Executive Officer Michael Grebe
commented on the Company's performance for the period. "Our
facilities maintenance and professional contractor brands showed
year over year sales growth in the fourth quarter. Although the
multi-family housing industry continues to experience soft market
conditions, we are encouraged that the overall economy appears to
be improving. Our strong earnings performance for the quarter and
for the 2003 fiscal year continues to validate our integrated
operating model."

Net sales increased by $7.7 million, or 5.0%, to $158.9 million in
the fourth quarter of fiscal 2003 from $151.2 million in the
comparable period for the prior year. For the year ended December
2003, net sales increased by $2.6 million, or 0.4%, to $640.1
million from $637.5 million in the comparable period for the prior
year. Beginning the third quarter of 2003, the Company changed the
classification of freight revenue from selling, general and
administrative expenses to net sales. The impact of this change is
not considered material. In fiscal 2003 freight revenue of $2.3
million was recorded as net sales. Excluding the effect of this
reclassification, net sales were relatively flat in fiscal 2003.

Gross profit increased $3.6 million to $61.2 million in the fourth
quarter of fiscal 2003 from $57.6 million in the comparable period
in 2002 as a result of higher sales performance. For the year
ended December 2003, gross profit increased $7.9 million to $244.2
million from $236.3 million in the comparable period in 2002. As a
percentage of sales, gross profit for 2003 improved 110 basis
points to 38.2% of sales from 37.1% for the 2002 fiscal year. This
improvement is due to several factors including changes in product
mix, targeted merchandising programs, more favorable partnerships
with key suppliers, the expansion of our import sourcing and
private label programs, and the reclassification of freight
revenue.

Selling, general and administrative ("SG&A") expenses increased by
$4.3 million, or 10.7%, to $44.4 million in the fourth quarter of
2003 from $40.1 million in the comparable period for the prior
year. SG&A expenses for the year ended December 2003 increased
$6.8 million to $171.1 million from $164.3 million in the
comparable period for the prior year. Higher SG&A costs are
associated primarily with higher health care and compensation
costs.

Operating income increased by $1.7 million, or 13.2%, to $14.5
million in the fourth quarter of 2003 from $12.9 million in the
comparable period for the prior year. For the 2003 fiscal year,
operating income increased $5.8 million, or 10.4%, to $61.6
million from $55.8 million for the 2002 fiscal year. Net cash
provided by operating activities increased by $18.7 million in
fiscal 2003 to $29.1 million from $10.4 million in the comparable
period for the prior year. The increase in net cash provided by
operating activities was the result of continued strong operating
income as well as realization of working capital efficiency
initiatives during the period.

Net income was $4.3 million for the fourth quarter and $7.2
million for 2003, compared to $1.9 million and $7.1 million during
the respective comparable periods in 2002.

At December 26, 2003, Interline Brands, Inc.'s balance sheet shows
a total stockholders' equity deficit of $264,536,000 compared to
$223,683,000 the prior year.

Interline Brands, Inc. is a leading direct marketing and specialty
distribution company with headquarters in Jacksonville, Florida.
Interline provides maintenance, repair and operations (MRO)
products to professional contractors, facilities maintenance
professionals, hardware stores, and other customers across North
America and Central America. Interline has 2,200 employees and
annual sales of more than $635 million. To learn more about the
company visit http://www.interlinebrands.com/


ISLE OF CAPRI: Supports Ill. Officials' Call for Auction Review
---------------------------------------------------------------
Isle of Capri Casinos, Inc. (Nasdaq: ISLE) issued a statement
supporting Illinois Governor Blagojevich's call this afternoon for
a full, open and public review of the auction process that led to
the selection of Isle of Capri as the winning bidder for that
state's dormant 10th casino license. Isle of Capri was selected as
the winning bidder on Monday from among seven proposals originally
submitted on January 19.

"We support the Governor's and Attorney General Lisa Madigan's
calls for a review of the auction process, because our proposal
was the best proposal for the people of Illinois. The process was
fair and open," said Timothy M. Hinkley, president and COO of Isle
of Capri. "The selection of Isle of Capri provides the most tax
dollars initially and over the long term to the state of Illinois.
In addition, the gaming board's choice guarantees that the 10th
license will begin generating tax dollars as soon as possible and
more revenue will be shared with the largest number of
communities."

"Our company has been involved in numerous competitive situations
over the years," Hinkley said, "and this one stood out as one of
the most thorough and open processes we've ever been involved
with. We commend the Attorney General for her role in developing
the rules for this process. The rules were also approved by a
federal bankruptcy judge, and the entire process was administered
by a top-level investment bank and the Illinois Gaming Board."

The company generates more than $1 billion in annual revenues and
operates 16 casinos around the world, several of which have more
gaming positions than the Illinois limit of 1,200 gaming
positions. Hinkley stated, "We open our projects on time and on
budget, and we do our job very well. And we've been through over
50 licensing, renewal and suitability reviews in our company's
history and are currently licensed in six states and two foreign
jurisdictions. We are proud of our reputation."

Isle of Capri Casinos, Inc., a leading developer and owner of
gaming and entertainment facilities, operates 16 casinos in 14
locations. The company owns and operates riverboat and dockside
casinos in Biloxi, Vicksburg, Lula and Natchez, Mississippi;
Bossier City and Lake Charles (two riverboats), Louisiana;
Bettendorf, Davenport and Marquette, Iowa; and Kansas City and
Boonville, Missouri. The company also owns a 57 percent interest
in and operates land-based casinos in Black Hawk (two casinos) and
Cripple Creek, Colorado. Isle of Capri's international gaming
interests include a casino that it operates in Freeport, Grand
Bahama, and a two-thirds ownership interest in a casino in Dudley,
England. The company also owns and operates Pompano Park Harness
Racing Track in Pompano Beach, Florida.

As reported in the Troubled Company Reporter's March 18, 2004
edition Standard & Poor's Ratings Services revised its outlook on
Isle of Capri Casinos, Inc. to negative from stable. At the same
time, Standard & Poor's affirmed its ratings on the company,
including its 'BB-' corporate credit rating.  

The outlook revision follows Isle's announcement that the company
has been selected by the Illinois Gaming Board as the successful
bidder for the 10th Illinois gaming license.  The company bid $518
million for the license.  Subject to final approval by the
Illinois Gaming Board and Bankruptcy Court approval, Isle intends
to construct a $150 million casino in Rosemont, which will include
40,000 square feet of gaming space and 1,200 gaming positions,
with expected completion to occur eight months after construction
commences.  Given initial capital spending plans, increased debt
associated with the Illinois project, and pro forma for Standard &
Poor's estimate of cash flow for the Rosemont property's first
full year of operation, debt to EBITDA, adjusted for operating
leases, will be between 5.0x and 5.5x by the company's fiscal year
end in April 2005. The company has not yet disclosed its plans for
financing the cost of the license and the new casino.

"The ratings reflect Isle's aggressive growth strategy, the
second-tier market position of many of its properties, and
increased expansion capital spending," said Standard & Poor's
credit analyst Peggy Hwan. "These factors are offset by the
company's diverse portfolio of casino assets, relatively steady
historical operating performance, and credit measures that have
historically been maintained in line with the rating."


JARDEN CORP: S&P Revises Outlook on Low-B Ratings to Positive
-------------------------------------------------------------
Standard & Poor's Ratings Services revises its outlook on
houseware manufacturer Jarden Corp. to positive from stable. At
the same time, Standard & Poor's affirmed its 'B+' corporate
credit and 'B-' subordinated debt ratings on the Rye, New York-
based company.

Standard & Poor's also assigned its 'B+' senior secured bank loan
rating and '3' recovery rating to Jarden's proposed $369.5 million
senior secured credit facility due 2008. Proceeds from this
amended credit facility will be used, along with cash on hand, for
the company's $232 million acquisition of United States Playing
Card Co., a manufacturer and distributor of playing cards sold
under the Bee(, Bicycle(, Hoyle( and Aviator( brand names.

The '3' recovery rating on the senior secured bank loan indicates
that lenders can expect meaningful recovery of principal (50%-80%)
in the event of default. These ratings are based on preliminary
offering statements and are subject to review upon final
documentation.

Pro forma for the acquisition of United States Playing Card, total
debt outstanding at Jarden is expected to be about $542 million.

"The ratings on Jarden Corp. reflect the highly competitive and
challenging operating environment in the company's houseware
segment and the limited growth potential in several of the firm's
product lines," said credit analyst Martin S. Kounitz. The ratings
also reflect Jarden's product portfolio, which has little brand
equity, as well as the company's acquisition orientation and its
high debt leverage. These concerns are somewhat mitigated by the
company's significant market position in its niche portfolio of
branded consumer housewares and in other businesses.

Jarden markets the FoodSaver( brand of home preservation
appliances as well as home canning jars and supplies under the
Ball name and other brands. Through its Diamond Brands business,
Jarden manufactures and markets toothpicks, matches, and
disposable plastic cutlery. The company is also the sole supplier
of copper-plated zinc blanks for use in making pennies to the U.S.
and Canadian mints. Jarden also owns a plastics fabrication
business. However, neither the plastic fabrication nor the zinc
blank businesses are material to operating results.

Standard & Poor's assigns a high degree of business risk to the
houseware industry because retailers are concentrated, competition
is intense, and companies can increase prices generally only by
adding new features to existing products. Although Jarden has few
competitors in the home canning business, the market is mature and
seasonal.

  
KAISER ALUMINUM: Proposes to Set-Up Parcels 1 & 7 Bidding Protocol
------------------------------------------------------------------
Kaiser Aluminum Corporation and its debtor-affiliates want to
maximize the realizable value of Parcels 1 and 7 through a
competitive bidding process.  By this motion, the Debtors ask the
Court to establish a mechanism to identify higher and better
offers for the Properties.

                   Proposed Bidding Procedures

The Debtors propose that, in consultation with the Official
Committee of Unsecured Creditors, they will prepare appropriate
materials relating to Parcels 1 and 7, including the Automated
Systems Group business, and a form of purchase agreement in
substantially the form of the Purchase and Sale Agreement with
CVB Northwest, LLC, to be distributed to any potential
purchasers.  Entities interested in potentially purchasing the
Properties should contact Joseph A. Fischer, III, Esq., Assistant
General Counsel of Kaiser Aluminum & Chemical Corporation at
713-333-4764 or at tre.fischer@kaiseral.com

Upon the delivery of the executed confidentiality agreements to
the Debtors, the Debtors will provide the potential purchasers
with access to the documentation necessary to evaluate the
Properties, including on-site due diligence access to the
Properties as reasonably requested by the potential purchasers.  
Any potential purchaser that desires to become qualified to
participate in the Auction of the Properties may do so by
submitting bids:

          (i) in writing to:

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

              or

         (ii) through facsimile at 713-332-4605; and

                           Bid Deadline

Bids must be received by 5:00 p.m. Central Time on April 5, 2004.  
On the Bid Deadline, the potential purchaser must tender:

         (i) a $4,450,000 initial bid;

        (ii) documentation of proof of delivery of the $250,000
             deposit in immediately available funds to Spokane
             County Title Company, as Auction Escrow Agent,
             pursuant to instructions to be provided by the
             Debtors; and

       (iii) a Form Purchase Agreement for the Properties, marked
             with any changes the potential purchaser may
             request, provided, that the terms must not be
             contingent on:

             -- any due diligence investigation;

             -- receipt of financing; or

             -- any board of directors, shareholder, partner,
                member, manager or other similar corporate,
                partnership or other entity approval.

The Debtors will review the bid submissions received and
determine, in consultation with the Official Committee of
Unsecured Creditors, the Official Committee of Asbestos
Claimants, Martin J. Murphy, the legal representative of future
asbestos claimants, and the Official Committee of Retired
Employees, which submissions are higher and better offers than
the terms set forth in the CVB Northwest Sale Agreement.  The
Debtors may take into consideration the effect of any changes to
the terms of the purchase and sale agreements requested by the
potential purchasers in making the determinations.  The terms of
the CVB Northwest Sale Agreement will be deemed to be a Qualified
Bid for the Properties.  The Debtors reserve the right to
consider and accept other subsequent bids, as Qualified Bids,
received after the Bid Deadline, but will be under no obligation
to accept any submissions.

                             Auction

If at least two Qualified Bids -- which may include the Qualified
Bid by CVB Northwest -- are received, the Debtors will conduct an
auction at 9:00 a.m. Pacific Time, on Thursday, April 8, 2004 at
2111 E. Hawthorne Road in Mead, Washington.  At the Auction, the
entities that have submitted Qualified Bids may submit bids in
excess of the Initial Bid provided that the competing bids are in
increments of at least $200,000.

The Debtors, in their sole business judgment but after consulting
with the Creditors Committee, Asbestos Committee and Futures
Representative, will select the successful bid determined to be
the highest and best bid for the Properties.  At the conclusion
of the Auction, the successful bidder will promptly:

   (a) execute and deliver the Form Purchase Agreement containing
       the price and terms offered as the final bid; and

   (b) within 24 hours, deliver an additional $250,000 deposit in
       immediately available funds to Spokane Title Company.

                         The Break-up Fee

In the event that the Properties are sold to an entity other than
CVB Northwest, the Debtors seek the Court's authority to pay CVB
Northwest a $250,000 break-up fee.  If CVB Northwest submits the
successful bid for the Properties at the Auction, CVB Northwest
will be entitled to receive a reduction in the purchase price
equal to the Break-up Fee.

Headquartered in Houston, Texas, Kaiser Aluminum Corporation
operates in all principal aspects of the aluminum industry,
including mining bauxite; refining bauxite into alumina;
production of primary aluminum from alumina; and manufacturing
fabricated and semi-fabricated aluminum products.  The Company
filed for chapter 11 protection on February 12, 2002 (Bankr. Del.
Case No. 02-10429).  Corinne Ball, Esq., at Jones, Day, Reavis &
Pogue, represent the Debtors in their restructuring efforts. On
September 30, 2001, the Company listed $3,364,300,000 in assets
and $3,129,400,000 in debts. (Kaiser Bankruptcy News, Issue No.
40; Bankruptcy Creditors' Service, Inc., 215/945-7000)  


KEYSTONE: Receives Final Court Approval of $60MM DIP Financing
--------------------------------------------------------------
Keystone Consolidated Industries, Inc. (OTC Bulletin Board: KESN)
announced that on March 15, 2004, the U.S. Bankruptcy Court for
the Eastern District of Wisconsin in Milwaukee gave its final
approval of the Company's previously announced $60 million Debtor
in Possession ("DIP") financing agreements.

The funds available pursuant to such DIP financing agreements,
together with the cost savings resulting from the interim relief
previously granted by the Court from certain provisions of the
Company's Collective Bargaining Agreement with the Independent
Steelworkers Alliance ("ISWA"), which represents substantially all
of the Company's hourly employees at its Peoria, Illinois
facilities, together with interim relief granted for certain other
retiree medical benefit obligations related to certain
discontinued operations, is anticipated to provide sufficient
liquidity for the Company to continue to operate under the
protection of Chapter 11 of the U.S. Bankruptcy Code while the
Company works to develop a comprehensive plan of reorganization.

A key to any comprehensive plan of reorganization for Keystone
will include achieving substantial permanent relief from the
current provisions of the collective bargaining agreement and the
retiree medical benefit obligations. Keystone will work closely
with representatives of the ISWA in an effort to negotiate the
necessary modifications to the collective bargaining agreement
through consensual agreement in connection with the Company's plan
to obtain the necessary permanent relief under the applicable
provisions of Chapter 11 of the U.S. Bankruptcy Code. The Company
believes the successful achievement of the necessary permanent
relief from the current provisions of the collective bargaining
agreement, combined with the additional restructuring of certain
indebtedness of the Company, should enable Keystone to emerge from
the reorganization process as a well financed, cost- competitive
producer. The Company has not set a date to emerge from Chapter
11, but intends to move through the process as quickly as
possible.

Keystone Consolidated Industries, Inc. is headquartered in Dallas,
Texas. The company is a leading manufacturer and distributor of
fencing and wire products, wire rod, industrial wire, nails and
construction products for the agricultural, industrial,
construction, original equipment markets and the retail consumer.
Keystone's common stock is traded on the OTC Bulletin Board
(Symbol: KESN).


KOPPERS: Total Debts Exceed Total Assets by $69.8MM at Dec. 2003
----------------------------------------------------------------
Sales for the year ended December 31, 2003 were $842.9 million as
compared to $776.5 million for the prior year. The increase in
sales is a result of increased activity in the US railroad market
as well as higher sales in Australia and Europe, which foreign
sales also benefited from favorable exchange conversion rates.
Earnings before interest and taxes (EBIT) for the year were $19.1
million as compared to $54.1 million in 2002. The 2003 EBIT
results were affected by special charges totaling $17.6 million,
including $12.1 million of fourth quarter charges for
restructuring costs associated with the US Carbon Materials &
Chemicals business that resulted in the curtailment of production
of the Woodward, Alabama tar distillation plant, asset impairments
most significantly at the Portland, Oregon Terminal, restructuring
of a logistics contract and severance. Also in 2003, the Company
recorded $2.9 million of charges related to the closure of the
Company's Logansport, Louisiana pole treating facility and $2.6
million of other charges primarily associated with the write off
of receivables from a bankruptcy, and severance. The 2003 EBIT was
also negatively impacted by $9.8 million due to the loss of
certain tax credits realized in 2002 that did not recur in 2003
and additional accretion expense of $2.4 million associated with
the adoption of FAS 143 in 2003.

Net losses, before cumulative effect of accounting change, for the
year ended December 31, 2003 were $19.0 million as compared to net
income of $16.5 million in 2002. Net income in 2003 was adversely
affected by special charges of $17.6 million, expiration of tax
credits that generated $9.8 million of income in 2002, write off
of deferred financing costs of $6.4 million and an early call
premium of $5.8 million associated with the retirement of existing
bonds in October 2003. Net losses for the year were $37.1 million
as compared to net income of $16.5 million in 2002.

Koppers Inc.'s December 31, 2003 balance sheet also shows a
shareholders' equity deficit of $69.8 million. Specifically,
company records total assets of $514 million against total
liabilities of $583.8 million.

Effective in the first quarter 2003, the Company adopted the
provisions of FAS 143 related to asset retirement obligations.
This adoption resulted in the recognition of a cumulative effect
charge, after tax, of $18.1 million.

Commenting on the year, President and CEO Walter W. Turner said,
"The operating results for 2003 have obviously been significantly
impacted by the fourth quarter restructuring of the U. S. Carbon
Materials & Chemicals business that included the curtailment of
production at the Woodward tar distillation plant. I am confident
that the restructuring and the closure of the Logansport pole
treating facility earlier in the year have allowed us to better
position the U.S. businesses for greater profitability through
increased productivity and the elimination of recurring costs of
between $5 and $6 million from domestic operations. We continue to
see strong results from our US Railroad business as well as our
Australian operations and believe that the steps we have taken to
restructure our U.S. Carbon Materials & Chemicals business
combined with a new contract for supply of coke will lead to
improved results in 2004. In keeping with our international growth
strategy, I am also pleased to announce our re-entry into our
Joint Venture in China effective January 1, 2004 and I am
optimistic that the results will positively impact 2004 and
beyond. Our focus remains on cash management and I am pleased to
have achieved our year end target for borrowings, net of cash, of
$331 million. We continue to be driven by our strategy of
providing our customers with the highest quality products and
services while continuing to focus on safety, health and
environmental issues."

                       About Koppers

Koppers, with corporate headquarters and a research center in
Pittsburgh, Pennsylvania, is a global integrated producer of
carbon compounds and treated wood products. Including its joint
ventures, Koppers operates 38 facilities in the United States,
United Kingdom, Denmark, Australia, the Pacific Rim and South
Africa. The company's stock is shared by a large number of
employee investors and by majority equity owner Saratoga Partners
of New York, NY.


LORAL SPACE: Raises $1 Billion From North American Satellites Sale
------------------------------------------------------------------
Loral Space & Communications (OTC Bulletin Board: LRLSQ) has
completed its previously announced transactions with Intelsat
yielding $1.027 billion, consisting of $977 million for Loral's
North American fleet and related assets, after adjustments, and a
$50 million deposit for the construction of a new Intelsat
satellite to be built by Loral's manufacturing unit, Space
Systems/Loral (SS/L), of Palo Alto, Calif. The completion of the
Intelsat transactions represents the achievement of a major
milestone in Loral's plan for reorganization under chapter 11.

Proceeds from the transaction will be used to pay in full Loral's
$967 million of outstanding secured bank debt, nearly half of the
company's total of $2 billion in principal debt obligations.

Announced in July, the agreement with Intelsat provides for the
sale of the in-orbit Telstar satellites 5, 6, 7 and 13, as well as
Telstar 8, which is scheduled to be launched in the third quarter
of 2004. The agreement also includes rights to the 77 degrees West
longitude orbital slot, formerly occupied by Telstar 4.

Loral intends to reorganize around its remaining satellite
services fleet and manufacturing business. Loral Skynet's
satellite services fleet currently comprises four international
satellites, with an additional satellite, Telstar 18, scheduled
for launch in mid-2004. SS/L received orders in late 2003 for the
construction of four new satellites - one each for Intelsat and
PanAmSat Corporation and two for DIRECTV, Inc. As of December 31,
2003, Loral's external backlog for its remaining businesses
totaled approximately $1.2 billion excluding approximately $240
million associated with the new manufacturing orders that were
booked in the first quarter of 2004.

Loral Space & Communications is a satellite communications
company. It owns and operates a fleet of telecommunications
satellites used to broadcast video entertainment programming, and
for broadband data transmission, Internet services and other
value-added communications services. Loral also is a world- class
leader in the design and manufacture of satellites and satellite
systems for commercial and government applications including
direct-to-home television, broadband communications, wireless
telephony, weather monitoring and air traffic management. For more
information, visit Loral's web site at http://www.loral.com/


LNR PROPERTY: Schedules First Quarter Conference Call on Mar. 24
----------------------------------------------------------------
In conjunction with LNR Property Corporation's (NYSE: LNR) First
Quarter 2004 Earnings Release, you are invited to listen to its
conference call that will be broadcast live over the Internet on
Wednesday, March 24 at 11:00 a.m., E.S.T. with Stuart Miller,
Chairman of the Board; Jeffrey Krasnoff, President and Chief
Executive Officer; and Shelly Rubin, Chief Financial Officer, all
of LNR Property Corporation.

    What:     First Quarter Earnings Release Conference Call

    When:     Wednesday, March 24, 2004 at 11:00 a.m., E.S.T.

    Where:    http://www.firstcallevents.com/service/ajwz402110944gf12.html

    How:      Live over the Internet -- Simply log on to the web
              at the address above.

    Contact:  Shelly Rubin of LNR Property Corporation,
              305-695-5440, or fax, 305-695-5449, or e-mail,
              investorrelations@lnrproperty.com

LNR Property Corporation (S&P, B+ Senior Subordinated Debt and BB
Long-Term Counterparty Credit Ratings, Stable Outlook) is a market
leader in real estate finance, management, and development, with
proven expertise in adding value to commercial real estate assets,
including real estate properties, loans collateralized by real
estate properties and securities backed by loans on real estate
properties.


LUIGINO'S INC.: Moody's Gives B1 Rating to $205MM Credit Facility
-----------------------------------------------------------------
Moody's Investors Service assigns Luigino's Inc.'s new $205
million credit facility a B1 rating. Luigino's B1 senior implied
rating is affirmed by Moody's. The ratings outlook is stable.

The new facility's proceeds will finance a $25 million long term
loan to particular shareholders, fund the $10 million acquisition
of a Jeno Paulucci owned affiliate company, and refinance present
indebtednesss.

The ratings take into consideration the resulting rise in
Luigino's leverage, its limited product focus and its reasonable
scale, while also taking into account the Luigino's renowned
brands and consistent profitable operation in the value segment of
the single-serve frozen entree category.

                        Moody's ratings:

B1 - $30 million Revolving Line of Credit Facility, maturing 2009  
B1 - $175 million Senior Secured Loan, maturing 2011
B1 - Senior implied
B2 - Unsecured issuer rating

In recent years, the frozen meat category is encountering growth
as consumers prefer convenience. Luigino's has an estimated 89
percent unit volume share in the frozen single-serve entry
segment, the company's strength is in the value priced tier of
this category.


MASTEC INC: S&P Puts Ratings on Watch Negative Due to 10-K Delay
----------------------------------------------------------------
Standard & Poor's Rating Services places its 'BB' corporate credit
rating and other ratings on MasTec Inc. on CreditWatch with
negative implications because of the company's announcement that
the 2003 10-K filing will be delayed and that, in contrast to $7
million of net profitability for the nine months of 2003, the
company expects to report a loss for 2003, implying charges or
losses in the fourth quarter of an unknown magnitude.

Total debt (including present value of operating leases) was $226
million at Sept. 30, 2003, for the Miami-Fla.-based provider of
infrastructure services.

The uncertainty of the impact of these pending results on MasTec's
liquidity, including a potential equity offering, covenant
compliance, and prospective profitability and cash flow generation
are concerns.

The explanation for the delayed filing is that additional time is
needed for auditors to conclude their work and that a
significantly lower net loss than the net loss for the year ended
Dec. 31, 2002 is expected. However, as the company reported a net
loss of about $129 million for 2002 and earnings of about $7
million for nine months ended Sept. 30, 2003, material charges or
losses could be taken in the fourth quarter to reach a loss for
2003. In addition, MasTec announced plans to issue a public
offering of its common stock during the first half of 2004 and it
is unclear if this plan will be affected. Standard & Poor's
expects funds from operations to total debt of 20% and total debt
to EBITDA of 2.5-3x at the current rating.

"We will meet with management to discuss the reasons for the loss
and delayed filing, business prospects and prospective liquidity.
Ratings may be lowered if the reasons for the delay and loss
result in lower-than-expected credit measures," said Standard &
Poor's credit analyst Heather Henyon.


MICROCELL: Secures C$450 Million in Senior Secured Bank Financing
-----------------------------------------------------------------
Microcell Telecommunications Inc. (TSX: MT.A, MT.B) closed its
previously announced C$450 million senior secured bank financing
transaction for its wholly owned subsidiary, Microcell Solutions
Inc.

The new facilities consist of a seven-year C$200 million first
lien term loan, a seven-and-a-half-year C$200 million second lien
term loan, and an undrawn six-year C$50 million revolving credit
facility. The new financing solidifies the Company's capital
structure by extending the first significant debt maturity from
2008 to 2011 at favourable terms and conditions. In addition, due
to the positive response from lenders, which resulted in
commitments being oversubscribed, the Company may increase, at a
later date, its first lien term loan facility or revolving credit
facility by an additional C$25 million and its second lien term
loan facility by an additional C$50 million.

The term loans are denominated in U.S. dollars and will be
amortized with quarterly payments of principal and interest and,
under certain circumstances, additional mandatory prepayments are
required. The first lien term loan bears an interest rate of
LIBOR plus 4%, while the second lien term loan bears an interest
rate of LIBOR plus 7% which includes a LIBOR floor of 2%. The
revolving credit facility is denominated in Canadian dollars and
bears an interest rate of LIBOR plus 4%. The credit facilities
are guaranteed by Microcell Telecommunications Inc., and are
secured by a pledge on substantially all the assets of the
Company.

The proceeds have been used mainly to repay all outstanding
borrowings under the Company's previous bank credit facility in
the amount of C$334 million. The new credit facilities have
generated approximately C$80 million in incremental cash
availability, which will provide for the continued investment in
the Company's future growth initiatives through funding capital
expenditures and associated working capital.

The facilities were arranged jointly by J.P. Morgan Securities
Inc. and Credit Suisse First Boston, with J.P. Morgan acting as
sole bookrunner and administrative agent and Credit Suisse First
Boston acting as syndication agent.

                        About Microcell

Microcell Telecommunications Inc. is a major provider, through
its subsidiaries, of telecommunications services in Canada
dedicated solely to wireless. Microcell offers a wide range of
voice and high-speed data communications products and services to
over 1.2 million customers. Microcell operates a GSM network
across Canada and markets Personal Communications Services (PCS)
and General Packet Radio Service (GPRS) under the Fido(R) brand
name. Microcell has been a public company since October 15, 1997,
and is listed on the Toronto Stock Exchange.

                          *   *   *

As previously reported, Standard & Poor's Ratings Services
assigned its 'B-' senior secured debt ratings to the first
priority debt of Microcell Telecommunications Inc.'s proposed bank
facility. Standard & Poor's also assigned its 'B-' senior secured
debt rating to the C$50 million revolver and tranche A (C$200
million equivalent) portions of Microcell Solutions Inc.'s credit
facility and its 'CCC-' senior secured debt ratings to the tranche
B (C$200 million equivalent) portion of the facility. Proceeds
will be used to refinance Microcell's existing bank debt. At the
same time, the 'CCC+' long-term corporate credit ratings on
Microcell Solutions and its parent Microcell Telecommunications
were affirmed. Should the transaction close as planned, the new
ratings will be assigned and existing ratings on the current bank
facility will be withdrawn. The outlook is developing.


MIRANT CORP: Has Until September 6, 2004 to Decide on Leases
------------------------------------------------------------
Mirant Corp. and its debtor-affiliates, pursuant to Section
365(d)(4) of the Bankruptcy Code, ask the Court to extend their
deadline to assume or reject all unexpired non-residential
property leases through and including September 6, 2004.

                          MIRMA Leases

Michelle C. Campbell, Esq., at White & Case LLP, in Miami,
Florida, related that the unexpired Leases include, without
limitation, 11 Facility Lease Agreements executed by Mirant Mid-
Atlantic LLC.  The MIRMA Leases are the subject of a complicated
leveraged lease transaction in which each MIRMA Lease has a
distinct "Owner Lessor."  Four of the MIRMA Leases relate to the
"Undivided Interests" in an electric generating facility referred
to as the Dickerson Base-Load Units 1, 2 and 3 located in
Montgomery County, Maryland and were executed on December 19,
2000.  Seven of the MIRMA Leases relate to the "Undivided
Interests" in an electric generating facility referred to as the
Morgantown Base-Load Units 1 and 2 located in Charles County,
Maryland and were executed on December 18, 2000.

According to Ms. Campbell, the base lease term of the Dickerson
Leases is for 28.5 years -- from December 19, 2000 through
June 19, 2029.  The base lease term of the Morgantown Leases is
for 33.75 years -- from December 19, 2000 through September 19,
2034.  Under the MIRMA Leases, MIRMA is required to make semi-
annual lease payments in June and December of each year.  In
2003, MIRMA paid $129,193,434 for the Morgantown Leases and
$21,526,362 for the Dickerson Leases.  In 2004, MIRMA will pay
$99,973,638 for the Morgantown Leases and $21,526,362 for the
Dickerson Leases.  The leased properties are being maintained and
insured.

                        *     *     *

                  Stipulation with U.S. Bank

On December 18 and 19, 2000, two complex leveraged lease
transactions were consummated whereby, Mirant Mid-Atlantic LLC,
formerly known as Southern Energy Mid-Atlantic LLC, executed 11
"Facility Lease Agreements," each with a distinct "Owner Lessor."  
Four of the Facility Lease Agreements related to the an electric
generating facility referred to as the Dickerson Base-Load Units
1, 2 and 3 located in Montgomery County, Maryland.  Seven of the
Facility Lease Agreements relate to an electric generating
facility referred to as the Morgantown Base-Load Units 1 and 2
located in Charles County, Maryland.  The documents executed
concurrently with or pursuant to the Facility Lease Agreements,
include, without limitation, 11 subleases of the ground that
underlies each of the Morgantown Facility and the Dickerson
Facility, certain participation Agreements, certain Lease
Indentures and certain Pass Through Trust Agreements.

Under certain of the Lease Documents, U.S. Bank National
Association, as successor by purchase to State Street Bank and
Trust Company of Connecticut, National Association, acts as both
the lease indenture trustee and the pass through trustee in
connection with certain promissory notes that were issued by the
various Owner Lessors to three pass through trusts, which then
issued pass through certificates to the "Pass Through Certificate
Holders."

The Trustee and the Owner Lessors indicated to the Debtors that
they intend to oppose the Extension Motion as it relates to the
MIRMA Leases.  The Trustee and the Owner Lessors also indicated
that they would like to conduct discovery concerning the need of
the Debtors and MIRMA for a further extension of the deadline
within which to assume or reject the MIRMA Leases.

To accommodate the Trustee and the Owner Lessors' request and to
develop an adequate record, the parties entered into a
stipulation, which the Court approved.  The parties agree that:

   (a) The hearing on the Extension Motion as it pertains to the
       MIRMA Leases will be adjourned and continued until
       March 24, 2004;

   (b) The parties will act in good faith to schedule deposition
       noticed for March 10, 2004 or March 11, 2004 at a
       mutually convenient location;

   (c) Each party will identify the witnesses they intend to call
       at the March 24 hearing on or before March 12, 2004 so
       that the parties will have a reasonable opportunity to
       depose the witnesses; and

   (d) If the Trustee or the Owner Lessors desire to oppose the
       Extension Motion as it pertains to the MIRMA Leases, the
       objection must be filed with the Court and served to the
       Debtors on or before 5:00 p.m. Eastern Standard Time on
       March 17, 2004.  The Debtors may respond to the objection
       on or before 5:00 .m. on March 22, 2004.

Judge Lynn further rules that, pursuant to the Stipulation, MIRMA
will have until March 31, 2004 to file a request to reject or
assume the MIRMA Leases and that the deadline to assume or reject
the MIRMA Leases will be extended until 30 days after the filing
of that request, provided that if at the March 24 hearing the
Court grants other relief, that relief will control.

Consequently, except for the MIRMA Leases, the Court extends the
Debtors' time to elect to assume or reject the Unexpired Leases
through and including September 6, 2004.

Headquartered in Atlanta, Georgia, Mirant Corporation
-- http://www.mirant.com/-- together with its direct and indirect  
subsidiaries, generate, sell and deliver electricity in North
America, the Philippines and the Caribbean.  The Company filed for
chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-
46590).  Thomas E. Lauria, Esq., at White & Case LLP represent the
Debtors in their restructuring efforts.  When the Company filed
for protection from their creditors, they listed $20,574,000,000
in assets and $11,401,000,000 in debts. (Mirant Bankruptcy News,
Issue No. 26; Bankruptcy Creditors' Service, Inc., 215/945-7000)


M-WAVE INC: Expects New Orders to Total $2.5-$3.0 Million Annually
------------------------------------------------------------------
M-Wave, Inc. (Nasdaq:MWAV), a value-added service provider and
supply-chain manager of high performance circuit boards, announced
that orders entered in the preceding 30 days with several new and
existing customers are expected to total $2.5-$3.0 million
annually, a 17-21 percent increase over previous annual levels.
This includes manufacturing contracted with American Standard
Circuits domestically, and more than 20 supply partners in Taiwan,
mainland China, Singapore, Korea and Thailand.

"It appears confidence is building in our business model that
directs customer purchases through our 'pipeline' in the U.S. and
Asia -- this is evident by our growing order book," commented Jim
Mayer of Credit Support International, LLC, the firm's Chief
Restructuring Advisor.

               New Business Is Supply Chain Oriented

M-Wave's new business includes increases in supply chain
agreements and purchase orders of custom printed circuit boards
for a variety of applications including digital and wireless RF
parts that are negotiated and sold to the customer with M-Wave
managing sourcing, production, testing and logistics. The company
operates in Asia through its Singapore-based office and serves as
a pipeline between middle market end-users, contract manufacturers
and M-Wave's supply chain manufacturing partners both Asian and
U.S. based.

                    Supply Chain Services

In one contract for example, goods are stocked on a just-in-time
basis so that there is a perpetual inventory of parts immediately
ready for shipment to the customer. This not only increases the
efficiency of the procurement process by lowering direct costs but
it also allows the customer to effectively reduce its lead time in
receiving printed circuit boards from Asia in days as opposed to
weeks. By managing the supply chain, M-Wave can offer strategic
stocking arrangements the customer might otherwise forego.

"This is a good example of where the new M-Wave is going. We're
creating the pipeline between our supply partners and customers to
maximize their logistical leverage while obtaining the lowest
price, highest quality and best delivery possible," stated Joe
Turek, M-Wave's CEO.

           Virtual Agent Procurement program (VAP)

M-Wave recently added Virtual Agent Procurement (VAP) to its
service oriented offerings. As a twist to the typical sales
representative arrangement, VAP allows M-Wave to become the sole
agent representing the customer rather than the supplier. This
increases materially the power of the customer with respect to the
supply chain allowing them direct access to many suppliers while
using M-Wave as their representative to effectively manage the
supply base.

"We become an extension of the customer's purchasing department
with VAP," indicated Bob Duke, Director of Sales and Marketing.

The company expects that new services like the Virtual Agent
Procurement program will offer new avenues of growth in the
future.

          About American Standard Circuits, Inc.

Established in 1989 and operating from its Franklin Park, Illinois
home office, American Standard Circuits (ASC) is the domestic
manufacturing partner of the M-Wave organization. ASC, with the
recent purchase of M-Wave's facility through an affiliate, now
commands over 90,000 square feet of manufacturing capability
operating on three shifts with close to 200 employees. ASC
produces both Digital and RF printed circuits on a time-to-market
basis with 24-hour quick-turn capability and short run production.

            About Credit Support International

Established in 1991, originally providing services associated with
cross-border financing, it has, since 2002, been devoted to
serving the needs of transitional or troubled middle market
companies, and due diligence associated with small public
entities. Jim Mayer, its Managing Member has 18 years of
experience formerly 12 years as CEO of DiversiCorp, Inc., a lender
services firm, and has managed or directed more than 50
engagements with troubled companies and provided a variety of
services directly to clients including: due diligence, workout,
collateral control, corporate restructuring, bankruptcy support,
cross-border secured finance and interim management. Mayer has
served on several boards of directors including the Turnaround
Management Association.

                     About M-Wave, Inc.

Established in 1988 and headquartered in the Chicago suburb of
West Chicago, Ill., M-Wave is a value-added service provider of
high performance circuit boards. The company's products are used
in a variety of telecommunications and industrial electronics
applications. M-Wave services customers like Federal Signal in
digital products, Celestica and Remec with its patented bonding
technology, Flexlink(TM), associated with RF and wireless
products. The company trades on the Nasdaq National market under
the symbol "MWAV". Visit its web site at http://www.mwav.com/

                         *   *   *

               LIQUIDITY AND CAPITAL RESOURCES

In its latest Form 10-Q filed with the Securities and Exchange
Commission, M-Wave Inc. reports:

"Net cash provided by operations was $1,532,000 for the first nine
months of 2003 compared to $1,876,000 for the first nine months of
2002. Accounts receivable increased $625,000. Inventories
decreased $922,000. The Company received approximately $4,510,000
in income tax refunds. Accounts payable increased $871,000.
Depreciation and amortization was $507,000.

"Capital expenditures were $54,000 in the first nine months of
2003 compared to $2,902,000 in the first nine months of 2002. The
Company has limited plans for capital expenditures in 2003.

"The Company completed financing of $8,100,000 from the Illinois
Development Finance Authority's 2001 maximum limit on tax-exempt
private activity bonds to finance its facility in West Chicago,
Illinois on July 26, 2001. The bond replaced approximately
$2,865,000 of credit line debt, which had an interest rate of 6%
at the time. The term of the loan is 20 years. The Company has
been making quarterly sinking fund payments of $325,000, except
that the December 2002 quarterly payment was not made until
February 2003. The Company deposited $325,000 in the first quarter
of 2003 and an additional $1,500,000 in April 2003 into the
sinking fund for the Company's outstanding industrial bond debt
account per the terms of its Forbearance Agreement with Bank One.

"On October 1, 2003, M-Wave entered into a new $2,413,533 loan
with Bank One, NA that will mature on December 31, 2003, and will
require monthly payments of interest at the bank's prime rate.
This loan replaces the unpaid portion of the Industrial Revenue
Bonds (IRB) that were used to fund the acquisition of the land and
construction of the Company's manufacturing plant located in West
Chicago, Illinois, and a related forbearance agreement with the
bank. Upon signing the new loan, the Company is no longer in
default of its obligations to the bank arising pursuant to the
IRB. However, the Company will need to repay or negotiate the
loan, or seek alternative financing, prior to the loans' maturity
on December 31, 2003. Concurrent with the new loan, M-Wave paid
$350,000 toward then-outstanding principal obligations, and Bank
One released liens covering the Company's accounts receivable and
inventory. Additional terms of the loan include assigning Bank One
a lien on the Company's real estate and improvements located in
Bensenville, IL, site of its former operations. Bank One is to
receive a payment of $650,000 upon sale of the Bensenville assets,
to be applied to the loan's principal. The Company's cash balance
was approximately $791,000 as of September 30, 2003.

"There can be no assurances that the forgoing matters will not
adversely impact the Company's relationship with its suppliers and
customers. The terms of the Company's long-term bank debt
represent the borrowing rates currently available to the Company;
accordingly, the fair value of this debt approximates its carrying
amount.

"The Company had a line of credit agreement, which expired on May
15, 2002.  

"The Company's ability to make scheduled principal and interest
payments on, or to fund working capital and anticipated capital
expenditures, will depend on the Company's future performance,
which is subject to general economic, financial, competitive and
other factors that are beyond its control. The Company's ability
to fund operating activities is also dependent upon (a) proceeds
of anticipated sales of fixed assets no longer required at the
Company's Bensenville facility, (b) the Company's ability to
effectively manage its expenses in relation to revenues and (c)
the Company's ability to access external sources of financing. The
Company has been unable to date to secure additional financing.

"There can be no assurances that the steps being taken by the
Company, even if successfully completed, will enable the Company
to comply with the terms of the Promissory Note and/or fund the
Company's working capital requirements. Moreover, even if the
Company is able to comply with the terms of the Promissory Note,
there can be no assurance that the Company will be able to fund
its working capital needs."


NAT'L CENTURY: Wants Court Okay Long Island Settlement Pact
-----------------------------------------------------------
Charles M. Oellermann, Esq., at Jones Day Reavis & Pogue, in
Columbus, Ohio, relates that prior to the Petition Date, Long
Island Health Associates Corp. entered into a Sale and
Subservicing Agreement, dated as of December 22, 1999, with NPF
XII and Debtor National Premier Financial Services, Inc.,
pursuant to which NPF XII purchased certain of Long Island's
accounts receivable.  

On October 3, 2000, Long Island filed a Chapter 11 voluntary
petition in the United States Bankruptcy Court for the Eastern
District of New York.  On October 26, 2000, the Eastern New York
Bankruptcy Court authorized Long Island to obtain postpetition
credit from NPF XII and use NPF XII's cash collateral.  Long
Island's prepetition obligations to NPF XII were converted into a
term loan evidenced by a postpetition secured promissory note and
security agreement for $2,400,000.  The Debtors' books and
records indicate that as of July 18, 2003, the amount due from
Long Island to the Debtors was $2,182,580.

On November 27, 2002, Long Island and the Official Committee of
Unsecured Creditors in Long Island's case filed their joint
Statement of Challenge, where Long Island and the Committee
sought to preserve their objections to the validity, priority,
amount and perfection of NPF XII's claims against Long Island
and prepetition interests and liens in Long Island's accounts
receivable.

On December 2, 2003, the Eastern New York Bankruptcy Court
converted Long Island's case to a case under Chapter 7 of the
Bankruptcy Code.  Simultaneously, Robert L. Pryor, Esq., was
appointed Trustee of Long Island's Chapter 7 estate.

The Chapter 7 Trustee, on behalf of Long Island's Chapter 7
estate, has approached the Debtors about resolving Long Island's
obligations to NPF XII.  The Chapter 7 Trustee advised the
Debtors that entry into and consummation of a Stipulation will
facilitate the Chapter 7 estate's effective collection of
receivables and maximize recovery for creditors of both estates
by funding the collection efforts being undertaken.

After arm's-length negotiations, the Debtors and the Chapter 7
Trustee entered into a stipulation.  The parties agree that:  

A. NPF XII will be deemed to have an allowed secured claim
   against Long Island for $2,182,580 secured by a security
   interest in Long Island's accounts receivable and proceeds
   thereof;

B. In satisfaction of NPF XII's allowed secured claim, Long
   Island must pay to NPF XII $844,000 in cash on the Effective
   Date plus 80% of the proceeds of accounts receivable collected
   thereafter, paid quarterly until NPF XII is paid a total of
   $2,000,000;

C. NPF XII acknowledges that its liens are limited to accounts
   receivable and proceeds, and immediately on payment of the
   Settlement Amount, Long Island will be authorized to terminate
   the Debtors' ownership and security interests in Long Island's
   accounts receivable;

D. The Chapter 7 Trustee will pursue the collection of the
   accounts receivable and distribute the funds in accordance
   with the Stipulation; and

E. The Parties will exchange mutual releases, including the
   withdrawal of Long Island's Claim No. 696 and 697.

Pursuant to Rule 9019 of the Federal Rules of Bankruptcy
Procedures, the Debtors ask the Court to approve the Stipulation.

Headquartered in Dublin, Ohio, National Century Financial
Enterprises, Inc. -- http://www.ncfe.com/-- is the market leader  
in healthcare finance focused on providing medical accounts
receivable financing to middle market healthcare providers.  The
Company filed for Chapter 11 protection on November 18, 2002
(Bankr. D. Ohio Case No. 02-65235).  Paul E. Harner, Esq., Jones,
Day, Reavis & Pogue represents the Debtors in their restructuring
efforts. (National Century Bankruptcy News, Issue No. 35;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


NICOLE ENERGY: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Nicole Energy Services Inc.
        P.O. Box 2158
        Westerville, Ohio 43086

Bankruptcy Case No.: 04-53678

Type of Business: The Debtor provides natural gas, electric
                  power & energy management.

Chapter 11 Petition Date: March 12, 2004

Court: Southern District of Ohio (Columbus)

Judge: John E. Hoffman Jr.

Debtor's Counsel: Jay W. Maynard, Esq.
                  200 East Campus View Boulevard, Suite 214
                  Worthington, OH 43235
                  Tel: 614-985-3670
                  Fax: 614-985-3738

Estimated Assets: $0 to $50,000

Estimated Debts:  $1 Million to $10 Million

Debtor's 18 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
Columbia Gas of Pennsylvania  Trade Debt              $1,573,000
200 Civic Center Drive
Columbus, OH 43215

Nicole Gas Production, Ltd.   Trade Debt              $1,130,491
6264 Sunbury Road
P.O. Box 2158
Westerville, OH 43086-2158

Columbia Gas of Ohio          Trade Debt                $737,000
200 Civic Center Drive
Columbus, OH 43215

Michcon                       Trade Debt                $519,950
2000 2nd Avenue
Detroit, MI 48226

Equitable Gas                 Trade Debt                $465,810
One Oxford Centre, Ste 3300
Pittsburgh, PA 15219

Perry Gas, Inc.               Trade Debt                $439,268
952 Echo Lane #450
Houston, TX 77024

Duquense Light Corporate      Trade Debt                $423,000
Communications
411 Seventh Avenue (16-4)
Pittsburgh, PA 15219

Columbia Gas of Kentucky      Trade Debt                $373,000
200 Civic Center Drive
Columbus, OH 43215

AGF Direct Gas Sales &        Trade Debt                $363,000
Servicing, Inc.
816 Elm Street
Manchester, NH 03101

Universal Bonding Insurance   Trade Debt                $175,000

Equitrans                     Trade Debt                 $50,000

Dickenson & Wright            Trade Debt                 $21,000

Columbia Gas Transmission     Trade Debt                 $17,213

Shayne & Greenwald Offices    Trade Debt                 $14,000

Uptegraff Manufacturing Co    Trade Debt                 $14,000

Commonwealth of Pennsylvania  Trade Debt                 $13,000

Best Western Hotels of Ohio   Trade Debt                  $2,300

TECO People's Gas             Trade Debt                 Unknown


NORD PACIFIC: Secures $272K in Exchange for Convertible Notes
-------------------------------------------------------------    
Nord Pacific Limited (Pink Sheets: NORPF) announced two
developments.  On March 9, 2004, Nord Pacific obtained a second
loan under the credit facility agreement with Allied Gold Limited.  
An initial loan under this facility was obtained in
January 2004.  The second loan is in the amount of $272,223 in
exchange for convertible notes.  If Allied converts the notes for
the second loan (which would be at $0.05 per share for $72,353 and
$0.10 per share for $199,870 of the second loan), Allied Gold
would increase its ownership to a total of 40.2% of the then
outstanding common shares of Nord Pacific.

In March 2004, PGM Ventures Corporation and Warrama Consulting
Property Limited filed a motion with the Court of Queen's Bench of
New Brunswick requesting that PGM and Warrama be added as parties
in the proceeding of Nord Resources Corporation vs. Nord Pacific
Limited and certain directors.  This legal proceeding related to,
among other things, the issuance of shares to certain directors
and officers and the election of directors. Nord Pacific and Nord
Resources agreed to the settlement of this litigation in December
2003 just prior to Nord Pacific entering into an arrangement
agreement with Allied Gold Limited.  In the motion, PGM and
Warrama claim to be shareholders of Nord Pacific, owning 5,000 and
75,000 shares, respectively, and they claim that actions of the
Nord Pacific Board regarding the arrangement with Allied Gold have
been, among other things, oppressive and unfair and have been done
without proper care.  They request the Court to declare all
directors meetings since June 28, 2003 as null and void, set aside
transactions with Allied Gold, and invalidate 5,200,000 common
shares issued previously to certain directors.  Nord Pacific
intends to defend vigorously the interests of Nord Pacific and its
shareholders.  A court hearing on the motion of PGM and Warrama is
scheduled to be held on March 23, 2004.

PGM may have motivations other than the interests of Nord
Pacific's shareholders.  As previously reported, PGM stated in a
press release dated January 14, 2004 that PGM "is making" a bid
for all issued and outstanding shares of Nord Pacific.  Nord
Pacific has not received an offer or documents for an offer by
PGM.  PGM is also a party with Nord Pacific to two joint ventures,
the Simberi Mining Joint Venture and the Tabar Exploration Joint
Venture.  Warrama has been a financial adviser to Nord Pacific and
to the Simberi Joint Venture.  Warrama has also stated in a court
filing that Warrama was retained in January 2004 by PGM to assist
with the development, promotion and enhancement of PGM or its
affiliated company's current economic interest in the Simberi
Joint Venture.  Nord Pacific is of the view that Warrama has a
significant conflict of interest in this matter.

Subject to confirmation of funds expended, PGM may have earned a
50% interest in the Simberi Joint Venture.  If Nord Pacific cannot
meet its share of expenses in the joint venture, PGM could dilute
Nord Pacific's interest in the Simberi Joint Venture to 15%, with
PGM's interest rising to up to 85%. Similar provisions apply in
the TabarJjoint Venture.

Nord Pacific has been using funds borrowed from Allied Gold to
support its operations and meet its equity requirements for the
Simberi Joint Venture in order to preserve its participating
interest in such joint venture as an asset for all of its
shareholders.  If these loans by Allied Gold had to be repaid,
Nord Pacific would be unable to meet the equity requirements of
its Simberi Joint Venture and if PGM were to fund the additional
equity requirements for the Simberi Joint Venture, then (as stated
above) under the joint venture agreement PGM would be able to
increase its participating interest in the Simberi Joint Venture
at the expense of Nord Pacific's participating interest.


NOVA STAR: Engages Chisholm Bierwolf as New Independent Auditor
---------------------------------------------------------------
On February 12, 2004, Nova Star Innovations, Inc.'s independent
auditors, Chisholm & Associates, Certified Public Accountants,
informed the Company that on February 9, 2004, that firm had
merged its operations into Chisholm, Bierwolf & Nilson, LLC.  
Chisholm & Associates had audited Nova Star's financials
statements for the past two fiscal years ended December 31, 2002
and 2001 and its reports for each of the two fiscal years were
modified as to the uncertainty of Nova Star Innovations, Inc.'s
ability to continue as a going concern.  The Company has indicated
that except for this modification, the reports did not contain an
adverse opinion, disclaimer of opinion, nor were they qualified or
modified as to uncertainty, audit scope or accounting principles.  
Also, there were no disagreements with Chisholm & Associates on
any matter regarding accounting principles or practices, financial
statement disclosure, or auditing scope or procedure during the
past two fiscal years or any subsequent interim period preceding
the date of resignation.  The Company's Board of Directors
approved the change in auditors.

Nova Star is a development stage company with no assets and
recurring losses from inception and we are dependent upon
financing to continue operations. At September 30, 2003, the
company's balance sheet discloses a total stockholders' equity
deficit of $5,000.  


NRG ENERGY: Cajun Ch. 11 Trustee Asks Court to Allow Admin. Claim
-----------------------------------------------------------------
Ralph R. Mabey is the Chapter 11 Trustee for Cajun Electric Power
Cooperative, Inc., one of NRG Energy, Inc.'s debtor-affiliates.  
In the course of his administration of the Cajun estate, the
Trustee determined to sell substantially all of Cajun's assets.  
Debtor Louisiana Generating, LLC was determined to be the bidder,
making the highest and best offer for Cajun's assets.  The Trustee
and Louisiana Generating entered into a Fifth Amended and Restated
Asset Purchase and Reorganization Agreement, dated as of September
21, 1999.  The Agreement became the basis of the Second Amended
and Restated Creditors' Plan of Reorganization dated September 21,
1999 in Cajun's case.  Under the Asset Purchase Agreement and the
Plan, Louisiana Generating became the successor under, and the
assignee of, virtually all of Cajun's executory contracts and
unexpired leases.  

Previously, in 1983, Cajun entered into so-called TBT Agreements
with Eastman Kodak Company and The Clorox Company, pursuant to
which Cajun transferred to Kodak and Clorox certain tax benefits.  
To support Cajun's obligations under the TBT Agreements, Cajun
and CoBank, ACB entered into a Letter of Credit and Reimbursement
Agreement.  Pursuant to the Letter of Credit and Reimbursement
Agreement:

   (a) In the event of default by Cajun under the TBT Agreements,
       Kodak and Clorox could draw down the letters of credit
       issued by CoBank; and

   (b) Cajun was required to post security in favor of CoBank in
       the form of cash deposits and a Pledge of certain so-
       called "CoBank Class E Stock" owned by Cajun and held by
       CoBank.  In the event it was required to pay under the
       letters of credit, CoBank would reimburse itself from the
       Cajun cash and Class E stock which CoBank held.

If CoBank has no further exposure under letters of credit, the
remaining security it holds will be remitted to the Cajun estate,
through the Rural Utilities Service.  The value anticipated to be
available for remittance to the Cajun estate is in excess of
$10,000,000.

However, since the filing of Louisiana Generating's bankruptcy
case, CoBank refused to periodically remit to the Cajun estate
any excess security, which it had done prior to Louisiana
Generating's bankruptcy.  The Trustee is unaware of any default
under the TBT Agreements, which would give rise to a draw on the
letters of credit by Kodak and Clorox and, subsequently, would
give CoBank cause to resort to the cash and stock security it
holds.

However, if by virtue of Louisiana Generating's bankruptcy
filing, acts taken by it in Chapter 11, provisions or
implementation of Louisiana Generating's plan of reorganization
or otherwise, a default has occurred under the TBT Agreements,  
the Cajun estate may stand to lose several millions of dollars in
cash and stock currently held as security by CoBank.  In that
instance, the Trustee and the Rural Utilities Service would have
a substantial administrative claim against Louisiana Generating.  
Based on the best information currently available, it appears
that the claim would be $8,679,750, depending on the date of the
default and the TBT Agreement liability at that date.  The
precise amount of the Trustee's claim is subject to further
refinement and revision.

By this motion, Mr. Mabey asks the Court to allow its
administrative expense claim for $8,679,750. (NRG Energy
Bankruptcy News, Issue No. 24; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


ONEIDA LTD: Negotiating for Potential Preferred Equity Investment
-----------------------------------------------------------------
Oneida Ltd. (NYSE:OCQ) announced financial results for the fourth
quarter and fiscal year ended January 31, 2004. Sales for the
fourth quarter were $121.7 million, compared to sales of $133.1
million in the fourth quarter of the previous fiscal year that
ended January 2003.

Oneida reported a fourth quarter net loss of $17.4 million, equal
to a loss of $1.04 per share, which included a loss of $0.55 per
share stemming from one-time expenses totaling $9.1 million (as
detailed below). This compared to year-ago net income of $3.0
million equal to $0.18 per share, which included $0.11 per share
resulting from a reduction in the effective tax rate that occurred
primarily from the resolution of matters for which amounts had
previously been accrued.

For the fiscal year ended January 2004, Oneida's sales totaled
$453 million, compared to sales of $491.8 million for the same
period a year ago. The company reported a fiscal year-end net loss
of $99.2 million, equal to a loss of $5.98 per share, which
included a loss of $4.97 per share relating to a deferred tax
asset valuation allowance, professional services expenses, and
charges for plant closings and for the sale of certain assets of
the Buffalo China dinnerware factory. This compared to net income
of $9.2 million equal to $0.55 per share for the fiscal year ended
January 2003.

Oneida's fourth quarter results were affected by the following
one-time expenses that totaled $9.1 million:

-- The company incurred charges of approximately $4 million
   relating primarily to the sale of certain assets of the Buffalo
   China factory.

-- The cost of sales adjustment rose by approximately $2 million
   from a year ago because of cost inefficiencies relating to the
   closing of five manufacturing sites. Those sites, whose
   closings were announced on October 31, 2003 and have all taken
   effect, have been sold or are in the process of being sold.
   Oneida anticipates all further planned sales of assets will be
   completed by the end of the third fiscal quarter, and expects
   to receive approximately $10 million in cash before expenses
   from those further sales.

-- Oneida spent $3.1 million for professional services relating to
   the restructuring of its credit facilities.

Fourth quarter results also included an income tax benefit of
$428,000 that resulted from accounting for an approximately $4.7
million reversal of tax reserves due to the resolution of prior
years' income tax audits, coupled with establishing an additional
$4.3 million reserve for deferred tax valuation.

"We are pleased to be nearing the conclusion of restructuring our
manufacturing and product sourcing operations," said Peter J.
Kallet, Oneida Chairman and Chief Executive Officer. "We
anticipate $12 million in annual savings from the five factory
closings that are completed, and we expect to achieve a potential
$18 million in additional annual savings by successfully
converting our Sherrill, N.Y. flatware factory to a lean
manufacturing system. We will determine in the next few months
whether the lean conversion will achieve the necessary savings; a
successful conversion is essential for the long-term viability of
the Sherrill factory."

                 DISCUSSIONS WITH POTENTIAL
                  PRIVATE EQUITY INVESTOR

Oneida has been in discussions with a private equity investor with
respect to a potential preferred equity investment in the company.
The company is in related discussions with its lenders and
potential new financing sources to restructure its existing
indebtedness and provide ongoing liquidity. The company will
provide updated information regarding the progress of this
initiative when appropriate. Any investment will be contingent on,
among other things, the negotiation and execution of definitive
documents with the investor, the restructuring of the company's
existing indebtedness, and the completion of new financing.

Because the private equity investment and restructuring of its
indebtedness are not concluded at this time, Oneida may receive a
going-concern opinion from its independent auditors,
PricewaterhouseCoopers LLP, when the audit is completed for the
fiscal year ended in January 2004.

Oneida Ltd. is a leading source of flatware, dinnerware, crystal,
glassware and metal serveware for both the consumer and
foodservice industries worldwide.

                         *   *   *

As previously reported, Oneida Ltd. (NYSE:OCQ) has obtained
further waiver extensions through March 31, 2004 from its lenders
in regard to the company's financial covenants and in respect to
certain payments that are due. Previously announced waivers were
effective through March 15, 2004.

Oneida's bank lenders agreed to further postpone, until
March 31, 2004, reductions of $5 million, $10 million and $20
million in the company's credit availability that originally were
scheduled to take effect on November 3, 2003, January 30, 2004 and
February 7, 2004, respectively, under the company's revolving
credit agreement.

Oneida's senior note holders also agreed to further defer until
March 31, 2004 a $3.9 million payment from the company that was
originally due on October 31, 2003.

Oneida continues to work with its lenders to make appropriate
modifications to its credit facilities, and continues to provide
lenders with updated financial information regarding the company's
operations and restructuring plans. The company expects there will
be further deferrals of the above credit availability reductions
and principal payment until such modifications have been agreed
upon.


OWENS: Stipulation Clarifies 2004 Old Republic Insurance Policy
---------------------------------------------------------------
Under the laws of most states where the Owens Corning Debtors
operate, they are required to provide workers' compensation
insurance for their employees.  Accordingly, the Debtors are the
beneficiaries of these workers' compensation insurance policies
issued by Old Republic Insurance Company:

   (1) a policy with a term running from September 1, 2000 to
       September 1, 2001;

   (2) a policy with a term running from September 1, 2001 to
       September 1, 2002; and

   (3) a policy with a term running from September 1, 2002 to
       September 1, 2003, which was extended to November 1, 2003.

Pursuant to the 2000-2001 Policy and related agreements, the
Debtors provided Old Republic with a prepetition letter of credit
in the current amount of $8,361,000.

In the course of discussions regarding Old Republic's issuance of
the 2001-2002 Policy, Old Republic informed the Debtors that it
was unwilling to issue the 2001-2002 Policy without clarification
of certain issues raised by the 2000-2001 Policy and the 2001-
2002 Policy.  Generally, the clarifications addressed issues that
arise from the fact that Old Republic's reimbursement rights and
associated claims against the Debtors would remain unliquidated
for a long period of time because covered workers' compensation
claim may be payable for years after the policies expired.  
Placing a value on claims for deductible loss reimbursement
relating to large deductible policies shortly after a policy year
ends may be difficult and could result in estimated claims that
are either significantly higher or lower than the reimbursement
claims which would actually transpire.

With respect to the 2000-2001 Policy and the 2001-2002 Policy,
the parties addressed the issues for the benefit of all parties
concerned by entering into a Court-approved Stipulation on
August 7, 2001.  In connection with the issuance of the 2001-2002
Policy, the Debtors provided Old Republic with a letter of credit
in the original amount of $8,500,000.

The issuance of the 2002-2003 Policy raised the same issues, as
did the previous policies.  The parties addressed these issues by
entering into a Second Stipulation.  Old Republic thereafter
issued the 2002-2003 to the Debtors.  In connection with the
issuance of the 2002-2003 Policy and in accordance with the terms
of the Second Stipulation, the Debtors increased the postpetition
Letter of Credit from $8,500,000 to $18,500,000.

                       The New Policy

Upon expiration of the 2002-2003 Policy, Old Republic issued a
new workers' compensation policy to the Debtors for the one-year
period commencing as of November 1, 2003.  In the course of the
parties' renewal discussions, Old Republic informed the Debtors
that it required them to increase the amount of the postpetition
Letter of Credit by $2,000,000 and obtain clarification of the
same issues with respect to the New Policy that the Second
Stipulation resolved in connection with the 2002-2003 Policy and
that the First Stipulation resolved in connection with the 2000-
2001 and 2001-2002 Policies.

The Third Stipulation provides that:

   (a) Old Republic is to be entitled to an unliquidated
       administrative claim against the Debtors, on account of
       the possibility that:

       (1) the Debtors fail to make premium payments, or pay
           any other amounts due with respect to the New
           Policy; or

       (2) the Debtors fail to make payments within the
           deductible layer of the New Policy for deductibles
           relating to or on account of occurrences giving rise
           to workers' compensation claims covered by the New
           Policy;

   (b) The administrative claims are:

       (1) to survive confirmation of the Debtors'
           reorganization plan;

       (2) not be liquidated or adjudicated by the Court; and

       (3) not be payable upon the effective date of the Plan,
           unless the confirmed plan for the Debtors'
           liquidation, in which event Old Republic's
           administrative claim against the Debtors is to be
           estimated or adjudicated by the Court, as
           appropriate, and paid when allowed by the Court.  

           In addition, in the event these cases are converted
           to Chapter 7 cases, Old Republic's administrative
           claim against the Debtors is to be estimated by the
           Court and paid when allowed by the Court;

   (c) Court approval of the Stipulation is to be deemed to be
       authorization for the Debtors to enter in to the New
       Policy and to increase the postpetition Letter of Credit
       by $2,000,000.  The Debtors are not to seek to recover,
       until November 1, 2007, any excess proceeds of the
       prepetition Letter of Credit or the postpetition Letter of
       Credit, if drawn upon by Old Republic, unless otherwise
       agreed by the parties;

   (d) The proceeds of the prepetition Letter of Credit are to be
       applied first to Old Republic's prepetition claim on
       account of the 2000-2001 Policy.  Old Republic may apply
       the remaining proceeds of the prepetition Letter of Credit
       to its administrative claims relating to the 2000-2001
       Policy, the 2002-2003 Policy and the New Policy as it sees
       fit, in its sole reasonable discretion; and

   (e) In the event that the Debtors do not make all the required
       premium payments owed in account of the New Policy or does
       not make all required deductible payments on account of
       the claims covered in the New Policy, Old Republic is to
       be entitled, without lifting the automatic stay, but only
       after providing the Debtors and its Creditors Committee
       and Future Representative with no less than seven business
       days' prior written notice, to exercise its state law
       rights, if any, to cancel the New Policy.

The Court promptly approves the parties' Third Stipulation.

Headquartered in Toledo, Ohio, Owens Corning
-- http://www.owenscorning.com/-- manufactures fiberglass  
insulation, roofing materials, vinyl windows and siding, patio
doors, rain gutters and downspouts.  The Company filed for chapter
11 protection on October 5, 2000 (Bankr. Del. Case. No. 00-03837).  
Mark S. Chehi, Esq., at Skadden, Arps, Slate, Meagher & Flom
represents the Debtors in their restructuring efforts.  On Jun 30,
2001, the Debtors listed $6,875,000,000 in assets and
$8,281,000,000 in debts. (Owens Corning Bankruptcy News, Issue No.
69; Bankruptcy Creditors' Service, Inc., 215/945-7000)   


PACIFIC BIOMETRICS: Ability to Continue Operations is in Doubt
---------------------------------------------------------------
Pacific Biometrics, Inc., a Delaware corporation, provides
specialty reference laboratory services to the pharmaceutical and
diagnostics industries. The Company was incorporated in Delaware
in May 1996. The Company conducts its business through its wholly
owned subsidiary, Pacific Biometrics, Inc., a Washington
corporation.

The Company had a net loss for the quarter ended
December 31, 2003, experienced recurring losses from operations in
prior years, expects further significant losses for the quarter
ending March 31, 2004, and has regularly had cash flow shortages.
Additionally, the Company has deficiencies in working capital and
stockholders' equity and has significant amounts of past due debt.
These matters raise substantial doubt about the Company's ability
to continue as a going concern.

Management has taken steps to revise its operating and financial
requirements, which it believes are sufficient to provide the
Company with the ability to continue in existence for the near
term. These steps include expansion of business development
efforts and initiation of a best efforts private placement of
unregistered common stock through registered broker-dealers. In
addition, the Company is continuing to review its operational and
financial requirements. To that end, in November and December, the
Company implemented certain cost reductions and deferrals that
included generally all of its employees. In addition to headcount
reductions, the Company's senior management and certain other
employees accepted salary deferrals ranging from 15% to 20%, and
the majority of the Company's other employees were subjected to
the State of Washington's "Shared Work Program". Under the Shared
Work Program, employees' hours worked may be reduced by up to 50%,
and the employees are eligible to apply for unemployment benefits
for the reduction in hours worked. Additionally, the Company began
to implement further cost reductions beginning in February 2004,
including additional headcount reductions, and reduction of the
monthly management fee paid to Saigene from $70,000 per month to
$40,000 per month. Also, effective February 1, 2004, the salary
deferrals to senior management and certain other employees became
salary reductions, and the Company's Board of Directors approved
the grant of stock options to these employees in connection with
the salary reductions for the month of February 2004.

There can be no assurance, however, that the Company's efforts to
reduce expenses and generate revenue will be successful. The
Company is continuing to review its operational and financial
requirements, and may implement additional cost reductions and
deferrals. In addition to the best efforts private placement of
unregistered common stock through registered broker-dealers, the
Company is also currently seeking to raise other financing to fund
operations, however, in the current market condition, raising
capital has been, and will continue to be difficult.

Even after the steps the Company has taken to revise its operating
and financial requirements, the Company still has significant
debts and claims that need to be settled. The Company will
continue to review its operating and financial requirements with
the objective of controlling expenses while minimizing any adverse
impact on its future business opportunities, and attempt
to settle outstanding debts with cash generated from its
operations, with stock, and/or with technology assets. However,
there can be no assurance that the Company will raise sufficient
financing from any equity or debt financing to help fund
operations during the near term. Accordingly, management is
contemplating other alternatives to enable the Company to fund
continuing operations, including, but not limited to, exploring
strategic alternatives, which may include a merger, asset sale,
joint venture or another comparable transaction, loans from
management or employees, salary deferrals or other cost cutting
mechanisms, or raising additional capital by private placements of
equity or debt securities or through the establishment of other
funding facilities. None of these potential alternatives may be
available to the Company, or may only be available on unfavorable
terms. If the Company is unable to obtain sufficient cash to
continue to fund operations, it may be forced to seek protection
from creditors under the bankruptcy laws and/or cease operations.
Any inability to obtain additional cash as needed could have a
material adverse effect on the Company's financial position,
results of operations and ability to continue in existence.


PARMALAT GROUP: US Debtors Turn to Lazard Freres for Advice
-----------------------------------------------------------
Due to their deteriorating financial condition and lack of
liquidity, the U.S. Parmalat Debtors determined that a sale of
their businesses was required to preserve the value of their
assets for the benefit of their creditors and other parties-in-
interest.  Before the Petition Date, the Debtors employed Lazard
Freres & Co., LLC to assist them in the sale process.  Lazard
Freres:

   -- advised and met with the Debtors' management, with respect
      to various financial matters;

   -- assisted the Debtors and their counsel in evaluating their
      businesses, assets and operations;

   -- acted on the Debtors' behalf in arranging out-of-court and
      debtor-in-possession financing;

   -- assisted the Debtors in preparing financial information in
      support of the DIP financing;

   -- assisted the Debtors in negotiating and communicating with
      the holders of the Debtors' various debt issues with
      respect to various matters;

   -- assisted the Debtors in analyzing their business and
      financial condition, formulating appropriate strategy and
      structural alternatives, advising the Debtors in connection
      with negotiations and aid in the consummation of a Sale
      Transaction; and

   -- advised and attended meetings of the Debtors' Boards of
      Directors and their committees on matters related to the
      Sale Transaction.

In light of the prepetition engagement, Anthony Mayzun, Parmalat
USA Vice President - Finance and Assistant Treasurer, tells Judge
Drain that Lazard Freres has developed its knowledge of the U.S.
Debtors' financial and business operations.  The Debtors,
therefore, believe that Lazard Freres is highly qualified to
provide financial advisory and investment banking services in
their Chapter 11 cases going forward.

On an interim basis, the Court permits the U.S. Debtors to employ
Lazard Freres as financial advisor and investment banker.  Lazard
Freres will continue, without interruption, to perform the same
services for the Debtors.

Lazard Freres will also provide testimony and other evidence, as
necessary, in any proceeding before the bankruptcy court on
matters related to the Sale Transaction.  The firm will also
provide the Debtors with other general restructuring advice on
matters related to the Sale Transaction.

As consideration for the services to be provided, the U.S.
Debtors will pay Lazard Freres these fees:

   (a) A fee payable on the consummation of any Sale Transaction
       equal to 1.3% of the Aggregate Consideration involved in
       the Sale Transaction, subject to a $1,000,000 Minimum Fee;
       and

   (b) In addition to any fees that may be payable to Lazard
       Freres and, regardless of whether any transaction occurs,
       the Debtors will promptly reimburse Lazard Freres for all
       reasonable fees and out-of pocket expenses.

The U.S. Debtors will also indemnify Lazard Freres.

Frank A. Savage, a managing director at Lazard Freres, discloses
the firm's potential conflict with interested parties in these
cases:

   (1) Parmalat Finanziaria SpA and Parmalat SpA engaged Lazard
       Freres to provide advice in connection with strategic
       alternatives, financial restructuring and insolvency
       matters, worldwide asset recovery, and actions commenced
       against Parmalat in the United States and abroad.
       Parmalat engaged Lazard & Co., Limited, Lazard Freres'
       English affiliate, and Lazard & Co. Srl, its Italian
       affiliate;

   (2) In 2003, Banca Intesa SpA, a creditor of Parmalat USA
       Corporation and certain Italian affiliates of the
       Debtors, purchased a subordinated convertible note in the
       principal amount of $150,000,000 issued by Lazard Funding
       Limited LLC, a separate subsidiary of Lazard Freres'
       parent corporation, Lazard LLC.  Lazard Freres LLC
       guarantees the note.  Banca Intesa also invested
       $150,000,000 in Lazard & Co. Srl.  Banca Intesa holds 40%
       of the quota (equity) of Lazard & Co. Srl, as well as a
       subordinated note in the principal amount of $50,000,000
       issued by Lazard & Co. Srl.  Lazard LLC and its
       subsidiaries hold the remaining 60% of the equity of
       Lazard & Co. Srl and have effective control over its
       day-to-day management and operations;

   (3) Lazard Freres has represented GE Capital Corporation and
       its affiliates on a variety of matters in the past.  The
       firm is currently retained by GE Capital affiliates on
       unrelated matters.  Lazard Freres acted as investment
       banker for GE Capital on its purchase of CompuNet in
       1996, Ameridata Technology in 1996, TIP Europe in 1999, a
       real estate business in the United Kingdom in 2000, and
       the asset-based lending and real estate finance
       businesses of DaimlerChrysler Capital in 2002.  Lazard
       Freres also represented GE Capital in its sale of GE
       Capital Consulting in 1999;

   (4) Lazard Freres acted as co-manager of International Paper
       Co.'s $1,000,000,000 note offering in 2003.  Lazard
       Freres advised IP Timberland in its sale in 1996.  Lazard
       Freres advised International Paper Co. in its acquisition
       of Hammermill Paper Co. in 1986.  The firm also acted as
       co-manger of IP Timberland's $150,000,000 note offering
       in 1985;

   (5) Lazard Freres is advising Keyspan Energy Services, Inc.
       on a variety of matters unrelated to the Debtors;

   (6) Lazard Freres was retained in 2002 to provide services to
       Firmenich, Inc.  That engagement is no longer active;

   (7) Lazard Freres retains Deloitte & Touche as its auditors.
       Deloitte & Touche has previously served as auditors to
       the Debtors;

   (8) As part of its business as a broker-dealer, Lazard Freres
       acts as a broker in a variety of securities, including
       high yield debt, investment grade debt, convertible debt,
       preferred equity and common equity.  From time to time,
       Lazard Freres may trade securities or act as a broker
       trading securities unrelated to these cases with some of
       the Debtors' stakeholders and other parties-in-interest;
       and

   (9) Lazard has in the past worked with, continues to work
       with, and has mutual clients with certain law firms who
       are parties-in-interest in these cases or who represent
       those parties, including without limitation, Weil
       Gotshal & Manges.

Lazard Freres does not believe that these relationships create a
conflict of interest in their representation of the Debtors in
these Chapter 11 cases.  Mr. Savage assures the Court that Lazard
Freres remains a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.

The Court will convene a hearing to consider final approval of
Lazard Freres' engagement on April 22, 2004 at 10:00 a.m.  
Objections are due April 9, 2004.

Headquartered in Wallington, New Jersey, Parmalat USA Corporation
-- http://www.parmalatusa.com/-- generates more than 7 billion  
euros in annual revenue.  The Parmalat Group's 40-some brand
product line includes milk, yogurt, cheese,  butter, cakes and
cookies, breads, pizza, snack foods and vegetable sauces, soups
and juices and employs over 36,000 workers in 139 plants located  
in 31 countries on six continents.  The Company filed for chapter
11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-
11139).  Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at
Weil Gotshal & Manges LLP represent the Debtors in their
restructuring efforts.  On June 30, 2003, the Debtors listed
EUR2,001,818,912 in assets and EUR1,061,786,417 in debts.
(Parmalat Bankruptcy News, Issue No. 8; Bankruptcy Creditors'
Service, Inc., 215/945-7000)   


PARMALAT GROUP: US Debtors Retain AlixPartners as Fin'l. Advisor
----------------------------------------------------------------
On an interim basis, Judge Drain authorizes the U.S. Parmalat
Debtors to employ AlixPartners, LLC as financial advisors.

"The services of AlixPartners are necessary in order to enable
the Debtors to execute their duties as debtors-in-possession.  
AlixPartners' familiarity with the Debtors' financial affairs and
the business and financial circumstances surrounding the
commencement of these Chapter 11 cases will minimize the charges
to the Debtors' estates," Anthony Mayzun, Parmalat USA Vice
President - Finance and Assistant Treasurer, says.

Since January 19, 2004, AlixPartners and one of its affiliates
have assisted the U.S. Debtors in their restructuring process.  
AlixPartners provided those services from the date of its
engagement up to immediately before the Petition Date.  Among
other things, the Debtors employed AlixPartners to:

      (i) identify and implement liquidity generating
          initiatives;

     (ii) develop cash management strategies; and

    (iii) assist Parmalat USA Corporation in obtaining new
          financing.

Going forward, AlixPartners will:

   -- assist in negotiations with the Debtors' stakeholders and
      their representatives;

   -- assist in negotiations with potential acquirers of the
      Debtors' assets;

   -- assist the Debtors' management in the reorganization
      process and implementation of overall restructuring goals;

   -- assist in managing the "working group" professionals who
      are and will be assisting the Debtors' in the
      reorganization process or who are working for the Debtors'
      various stakeholders to improve coordination of their
      effort and individual work product to be consistent with
      the Debtors' overall restructuring goals;

   -- work with the Debtors and their representatives to further
      identify and implement both short-term as well as long-term
      liquidity generating initiatives;

   -- assist in developing and implementing cash management
      strategies, tactics and processes and work with the
      Debtors' treasury department and other professionals and
      coordinate the activities of the representatives of other
      constituencies in the cash management process;

   -- assist the Debtors' management with the development of the
      Debtors' revised business plan, and other related forecasts
      as may be required by the bank lenders in connection with
      negotiations or by the Debtors for other corporate
      purposes;

   -- assist in communication or negotiation with outside
      constituents including the banks and its advisors;

   -- assist with the preparation of the statement of affairs,
      schedules and other regular reports required by the
      Bankruptcy Court as well as provide assistance in such
      areas as testimony before the Bankruptcy Court on matters
      that are within its areas of expertise;

   -- assist with financing issues either prior to or during the
      bankruptcy proceeding and in conjunction with the plan of
      reorganization;

   -- assist in preparing for and filing a bankruptcy petition,
      coordinate and provide administrative support for the
      proceeding and develop the Debtors' reorganization plan or
      other appropriate case resolution, if necessary; and

   -- manage the claim and claim reconciliation processes.

The U.S. Debtors will compensate AlixPartners for its services in
accordance with the firm's customary hourly rates plus
reimbursement of actual, necessary expenses.  AlixPartners'
hourly rates are:

          Principals                       $540 - 690
          Senior Associates                 430 - 520
          Associates                        300 - 400
          Accountants & Consultants         225 - 280
          Analysts                          150 - 190

The professionals that will primarily be responsible for the
engagement and their hourly rates are:

     Name                  Description      Rate   Commitment
     ----                  -----------      ----   ----------
     James A. Mesterharm   Lead Financial   $590   Full Time
                           Restructuring
                           Advisor

     Peter Fitzsimmons     Senior            630   As Needed
                           Restructuring
                           Advisor

     John Dischner         Cash &            450   Full Time
                           Restructuring
                           Advisor

     Chris Blacker         Due Diligence &   390   Full Time
                           Restructuring
                           Support Advisor

The U.S. Debtors have paid to AlixPartners a $300,000 retainer,
which will be applied to AlixPartners' final bill.

The U.S. Debtors will also compensate AlixPartners for its
efforts through a contingent success fee.  The Success Fee will
be calculated and paid based on the development and
implementation of a plan to maximize the "Parmalat Dairy Value
Recovery" received by the various stakeholders of the Company.  
The "Parmalat Dairy Value Recovery" is deemed to include any
distribution of value by the Company, its subsidiaries or
affiliates, including but not limited to cash, securities, stock
appreciation rights, plant & equipment assets, working capital
assets, and deferred earn-outs, and the value of reorganized
stock or reorganized debt securities issued to the stakeholders
of the Company, net of the costs of recovery.

     Success Fee Element                  Success Fee Earned
     -------------------                  ------------------
     Implementation and the closing
     of a value recovery plan including
     the sale of a majority of the
     assets of Parmalat USA and               $1,000,000
     affiliates, in which AlixPartners
     assists in the negotiations with
     all relevant stakeholders.

     Distribution to stakeholders of           1% of the
     more than $135,000,000 from                 excess
     Parmalat Dairy Value Recovery

The Success Fee is an integral part of AlixPartners' compensation
for the engagement.  The payment of the Success Fee will occur
when the value has been exchanged and proceeds from a buyer or
buyers of the Debtors' business are distributed to creditors or
deposited in a segregated bank account.

Mr. Mesterharm, a principal at AlixPartners, discloses that in
connection with an agreement dated January 20, 2004, Parmalat SpA
retained AlixPartners Srl, an affiliate of AlixPartners, to
assist with a variety of restructuring activities including work
on the U.S. Debtors.  In addition, Comerica Bank, a lender to the
U.S. Debtors, is a limited partner in Questor Partners Fund, LP
and Questor Partners Fund II, LP.  Jay Alix, a principal at
AlixPartners, is the President and CEO of Questor Management
Company, LLC, the entity that manages QPF and QPF II.  
Nevertheless, Mr. Mesterharm attests that AlixPartners does not
hold any adverse interest in the Debtors and their estates.

Judge Drain will convene a hearing to consider final approval of
AlixPartners' engagement on April 22, 2004 at 10:00 a.m.  
Objections to the engagement are due April 9, 2004.

Headquartered in Wallington, New Jersey, Parmalat USA Corporation
-- http://www.parmalatusa.com/-- generates more than 7 billion  
euros in annual revenue.  The Parmalat Group's 40-some brand
product line includes milk, yogurt, cheese,  butter, cakes and
cookies, breads, pizza, snack foods and vegetable sauces, soups
and juices and employs over 36,000 workers in 139 plants located  
in 31 countries on six continents.  The Company filed for chapter
11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-
11139).  Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at
Weil Gotshal & Manges LLP represent the Debtors in their
restructuring efforts.  On June 30, 2003, the Debtors listed
EUR2,001,818,912 in assets and EUR1,061,786,417 in debts.
(Parmalat Bankruptcy News, Issue No. 8; Bankruptcy Creditors'
Service, Inc., 215/945-7000)   


PG&E NATIONAL: USGen Wants Until July 2 to Exclusively File Plan
----------------------------------------------------------------
John Lucian, Esq., at Blank Rome, LLP, in Baltimore, Maryland,
explains that USGen New England, Inc., a debtor-affiliate of PG&E
National Energy Group Inc., still needs more time to address a
plethora of issues.  USGen's preliminary efforts have included:

   (a) stabilizing its large and complex business under
       challenging circumstances;

   (b) addressing various "First Day" issues;

   (c) complete voluminous Schedules and Statement of Financial
       Affairs;

   (d) preparing for the Section 341 meeting of creditors;

   (e) preparing detailed monthly operating reports;

   (f) responding to creditor inquiries;

   (g) preparing various administrative and procedural motions
       for streamlining case operation; and

   (h) meeting with, briefing, and engaging in negotiations on
       various issues with the Official Committee of Unsecured
       Creditors and its professionals on a regular basis.

Additionally, USGen has filed many motions concerning its
postpetition operations and discharge of its fiduciary duties,
which consumed substantial amounts of USGen's time and resources.

Thus, USGen asks the Court to extend its exclusive period to file
a Chapter 11 plan through and including July 2, 2004 and its
exclusive period solicit acceptances of that plan through and
including August 31, 2004.

                   The Bear Swamp Litigation

According to Mr. Lucian, the Bear Swamp litigation is, arguably,
the most intensive matter to confront USGen during the early
months of the case.  The dispute began when USGen sought to
reject its uneconomic leases and related agreements with the Bear
Swamp counterparties.  USGen's obligations under those leases
included $44,000,000 in lease payments in 2004 alone.

Through extensive settlement discussions spanning many weeks,
USGen negotiated an interim settlement agreement through which
the Bear Swamp counterparties consented to a rejection of the
leases and related agreements to the extent the Court determines
they constitute a lease rather than a secured financing.

In furtherance of the parties' agreement, USGen initiated an
adversary proceeding against the Bear Swamp counterparties on
January 2, 2004 through which the Court will make that
determination.  As a result of an interim standstill agreement
negotiated in early 2004, the defendants have not filed an answer
yet, but are expected to do so later this month because the
standstill agreement expired on March 1, 2004.  Expedited
discovery has recommenced in anticipation of a trial on June 23
to 24, 2004.

A resolution of the cardinal issues raised in the Bear Swamp
adversary proceeding weighs heavily on USGen's reorganization
efforts.  Despite the protracted nature of the proceedings, the
matter remains on schedule for a June trial.  Therefore, granting
an additional exclusivity extension will allow USGen to
concentrate on concluding the litigation without being distracted
by a competing plan, as well as incorporate the litigation
results into its plan formulations.

                    The Algonquin Litigation

USGen has also been embroiled in litigation with Algonquin Gas
Transmission Company since August 2003 when USGen sought to
reject its contracts with Algonquin.  Algonquin challenged
USGen's right to reject its contracts, initiated a rate case
before the Federal Energy Regulatory Commission, filed a
$481,000,000 proof of claim, and commenced a lift stay proceeding
involving a $10,000,000 letter of credit.  Algonquin's actions
continue to involve USGen in numerous proceedings before the
Court and the FERC, and have consumed significant amounts of
USGen's resources during the first eight months of USGen's case.

USGen continues to engage in active settlement negotiations with
Algonquin and is cautiously optimistic that a global resolution
of all issues may be reached during an extended exclusivity
period.  However, if the Exclusive Periods are not extended,
USGen likely will not be able to continue to devote significant
resources to its settlement efforts with Algonquin.

              Rockingham Condemnation Proceedings

Moreover, Mr. Lucian states that the Town of Rockingham, Vermont
pursued eminent domain proceedings against USGen in late 2003 to
condemn one of USGen's hydroelectric facilities.  To preserve
this important asset, USGen responded by initiating an adversary
proceeding and seeking emergency injunctive relief from the
Court.  USGen has conducted extensive negotiations with
Rockingham, which USGen hopes will result in a consensual
resolution to be presented to the Court upon completion of the
underlying documentation.  The matter continues to considerably
consume USGen's resources.

           Implementation of Reorganization Strategy

Notwithstanding the enormous amount of time and resources
absorbed by the pertinent matters, USGen has made substantial
progress in formulating and implementing a reorganization
strategy by evaluating the possibility of a sale of substantially
all of its assets or, alternatively, emerging from Chapter 11 as
a stand-alone entity.  USGen is making substantial progress in
certain negotiations and intends to circulate in the near future
a proposed asset purchase agreement and set of bid procedures to
entities for their consideration.  Mr. Lucian informs the Court
that USGen needs additional time to conduct the negotiations and
should not be distracted by the threat of a competing plan while
the negotiations proceed.

             Sophisticated Business Operations and
            Interaction with the Creditors Committee

USGen has continued to focus on the fundamental task of operating
its large and complex business.  An enterprise of this magnitude
presents complicated and novel issues requiring thorough analyses
and timely responses from USGen's management.

Mr. Lucian points out that, in recent months USGen has:

   (a) negotiated and implemented a multi-year, multimillion
       dollar contract for environmental upgrades at its Brayton
       Point Facility;

   (b) resolved complicated tax disputes with certain
       municipalities;

   (c) negotiated the assignment of a beneficial coal contract to
       the estate; and

   (d) achieved other operational success.

In addition, USGen has been working closely with the Creditors
Committee and its financial and legal advisors on its
reorganization efforts.  USGen meets with the Creditors Committee
and its advisors on a regular basis and communicates with them
several times per week to discuss all aspects of the Chapter 11
case.  USGen's efforts include many detailed presentations of its
operational, financial and tactical activities, as well as other
issues critical to the Creditors Committee's understanding of
USGen and its reorganization efforts.  The Creditors Committee's
advisors are intimately involved in the Debtor's confidential
negotiations with potential purchasers and are consulted on all
major issues.  USGen intends to maintain this approach and work
with the Creditors Committee in good faith throughout any
extended Exclusive Periods.

Furthermore, Mr. Lucian states that USGen's Chapter 11 case is
less than eight months old and USGen has remained current fully
on all postpetition obligations.  Mr. Lucian assures Judge Mannes
that creditors and parties-in-interest will not be prejudiced by
a further exclusivity extension.

To the contrary, a denial of a further exclusivity extension
could detrimentally affect USGen's asset values and possible sale
price because a competing plan would likely force USGen to
abruptly conclude its negotiations with the current potential
bidders.  In that sense, USGen will not be able to maximize the
value of its assets in the best interests of its estate and
creditors.

Judge Mannes will convene a hearing on March 31, 2004 at 2:00
p.m. to consider USGen's request.  Pursuant to the Order for
Complex Chapter 11 Bankruptcy Case dated July 16, 2003, USGen's
Exclusive Filing Period is automatically extended, without the
necessity of a bridge order, until the conclusion of that
hearing.

Headquartered in Bethesda, Maryland, PG&E National Energy Group,
Inc. -- http://www.pge.com/-- develops, builds, owns and operates  
electric generating and natural gas pipeline facilities and
provides energy trading, marketing and risk-management services.  
The Company filed for Chapter 11 protection on July 8, 2003
(Bankr. D. Md. Case No. 03-30459).  Matthew A. Feldman, Esq.,
Shelley C. Chapman, Esq., and Carollynn H.G. Callari, Esq., at
Willkie Farr & Gallagher represent the Debtors in their
restructuring efforts.  When the Company filed for protection from
its creditors, it listed $7,613,000,000 in assets and
$9,062,000,000 in debts. (PG&E National Bankruptcy News, Issue No.
17; Bankruptcy Creditors' Service, Inc., 215/945-7000)    


PORTOLA PACKAGING: Equity Deficit Totals $37.8M at February 2004
----------------------------------------------------------------
Portola Packaging, Inc. reported results for its second quarter of
fiscal year 2004, ended February 29, 2004. Sales were $54.2
million compared to $51.1 million for the same quarter of the
prior year, an increase of 6.1%. For the first six months of
fiscal 2004, sales were $114 million compared to $103.1 million
for the first six months of fiscal 2003, an increase of 10.6%.
Portola had an operating loss of $4.5 million for the second
quarter of fiscal year 2004, compared to operating income of $1.1
million for the second quarter of fiscal year 2003. For the first
six months of fiscal 2004 the Company had an operating loss of
$2.5 million compared to operating income of $2.8 million for the
first six months of fiscal 2003. Portola reported a net loss of
$10.7 million for the second quarter of fiscal year 2004 compared
to a net loss of $1.1 million for the same period of fiscal year
2003, and a net loss of $11.7 million for the first six months of
fiscal 2004 compared to a net loss of $2.4 million for the same
period in fiscal 2003.

During the second quarter of fiscal 2004, the Company incurred
pretax restructuring charges of $1.5 million compared to charges
of $0.4 million for the same period in fiscal 2003 and incurred
$1.9 million pretax restructuring charges during the first six
months of fiscal 2004 compared to $0.4 million for the same period
in fiscal 2003. Gross profit decreased $3.7 million to $6.8
million for the second quarter of fiscal year 2004 compared to
$10.5 million for the second quarter of fiscal year 2003. Gross
profit decreased $2.6 million to $18.6 million for the first six
months of fiscal 2004 compared to $21.2 million for the first six
months of fiscal 2003. As a percentage of sales, gross profit
decreased 16.3% for the first six months of fiscal year 2004 as
compared to 20.6% for the first six months in fiscal year 2003.
The decrease in gross profit was mainly attributable to resin
price increases, competitive pricing pressures in the US and the
UK markets and also cold weather and severe winter storms
experienced in the eastern US as compared to the same period last
year. In addition, the Company incurred one time relocation and
plant consolidation expenses of $1.0 million and $1.1 million
during the second quarter and first six months of fiscal 2004,
respectively, that were charged to cost of sales.

During the second quarter of fiscal 2004, the Company incurred
$0.7 million write-off of loan fees related to its $110 million of
bonds redeemed in the quarter and incurred 30 days of duplicative
interest of approximately $1.0 million due to the timing of the
bond redemption. In addition, the Company also recorded a $1.9
million loss related to the redemption of warrants. Foreign
exchange gain for the second quarter of fiscal 2004 totaled $0.9
million as compared to a gain of $0.1 million for the same period
in fiscal 2003. Foreign exchange gain for the first six months of
fiscal 2004 totaled $2.3 million compared to a loss of $0.3
million for the same period in fiscal 2003.

Subsequent to February 29, 2004, the Company entered into a
contract for sale of its manufacturing building located in Chino,
Calif. The Company expects to realize a gain on this sale during
the third quarter of fiscal 2004. In addition, the Company
purchased certain machinery and equipment for production of dairy
closures from a competitor in the United Kingdom. This machinery
and equipment is expected to be utilized in the UK and other
Portola facilities.

EBITDA(a) decreased $6.8 million to $1.1 million in the second
quarter of fiscal year 2004 compared to $5.7 million in the second
quarter of fiscal year 2003, and decreased $4.6 million to $6.8
million for the first six months of fiscal 2004 compared to $11.4
million for the first six months of fiscal 2003.

At February 29, 2004, Portola Packaging, Inc.'s balance sheet
shows a total equity deficit of about $37.8 million.

               ABOUT PORTOLA PACKAGING, INC

Portola Packaging is a leading designer, manufacturer and marketer
of tamper-evident plastic closures used in dairy, fruit juice,
bottled water, sports drinks, institutional food products and
other non-carbonated beverage products. The Company also produces
a wide variety of plastic bottles for use in the dairy, water and
juice industries, including various high-density bottles, as well
as five-gallon polycarbonate water bottles. In addition, the
Company designs, manufactures and markets capping equipment for
use in high-speed bottling, filling and packaging production lines
as well as manufactures and markets customized five-gallon water
capping and filling systems. The Company is also engaged in the
manufacture and sale of tooling and molds used in the blow molding
industry. For more information about Portola Packaging, visit the
Company's web site at http://www.portpack.com/


PURE FISHING INC.: S&P Assigns BB- Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigns its 'BB-' corporate
credit rating to fishing tackle manufacturer and distributor Pure
Fishing Inc. At the same time, Standard & Poor's assigned its 'BB-
' senior secured bank loan rating and its '4' recovery rating to
the company's proposed $205 million first-priority senior secured
bank loan due 2010. In addition, Standard & Poor's assigned its
'B' senior secured bank loan rating and its '5' recovery rating to
Pure Fishing's proposed $37 million second-priority senior secured
bank loan due 2011.

Proceeds from the first-priority bank loan will be used to
refinance existing indebtedness and to finance the company's
February 2004 acquisition of Stren fishing line from Remington
Arms Company Inc. Approximately $12 million of the $37 million
second-priority bank loan will be drawn at closing to refinance
$12 million of the company's $37 million mezzanine debt. The
remaining $25 million will be available for a delayed draw to
refinance the remaining mezzanine debt.

The first-priority bank loan is rated the same as the corporate
credit rating; this and the '4' recovery rating indicate that
lenders can expect marginal recovery of principal (25%-50%) in the
event of a default or bankruptcy. The second-priority bank loan is
rated two notches below the corporate credit rating; this and the
'5' recovery rating indicate that lenders can expect negligible
recovery of principal (0%-25%) in the event of a default or
bankruptcy. The ratings are based on preliminary offering
statements and are subject to review upon final documentation.

The outlook is negative. Standard & Poor's estimates that Pure
Fishing will have about $197 million of total debt outstanding at
closing of the proposed refinancing, assuming that the second-
priority bank loan is fully drawn.

"The ratings on Spirit Lake, Iowa-based Pure Fishing reflect its
narrow business focus, participation in the highly competitive
fishing tackle industry, its customer concentration, and its
leveraged financial profile," said Standard & Poor's credit
analyst David Kang. "Somewhat mitigating these factors are the
company's solid market position, its portfolio of well-recognized
brands in all of the major fishing tackle categories, its
geographic diversity, and its relatively high percentage
of sales from consumable products."

Though its business focus is narrow, the company is the third-
largest participant, as a manufacturer and distributor, in the
highly competitive $3.1 billion global fishing tackle industry,
and has a market share of about 7%. Although the industry is
highly fragmented, there are two larger industry participants--
Daiwa Corp. (unrated), with an 11% share, and Shimano Inc.
(A/Stable/--), with a 10% share. Shimano has greater financial
resources than Pure Fishing and a broader product portfolio that
extends beyond fishing tackle. Within the estimated $1.1 billion
North American fishing tackle industry, Pure Fishing is the market
leader with a share of about 12.3%.

The company's portfolio of well-recognized brands in all of the
major fishing tackle categories provides Pure Fishing with a
competitive advantage in the consolidating retail sector. However,
customer concentration remains a rating concern as the company's
top customer represented close to 25% of fiscal 2003 sales.


SAKS INC: S&P Rates Proposed $200M Senior Convertible Notes at BB
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' rating to
Saks Inc.'s proposed $200 million offering of senior convertible
notes due 2024. An additional $30 million may be offered for sale.

At the same time, Standard & Poor's affirmed its existing ratings
on Saks Inc., including the 'BB' corporate credit rating. Proceeds
from the notes, which will be issued pursuant to Rule 144A, will
be used to repurchase or repay some of the company's higher
interest-rate debt. The outlook is negative.

"The ratings on Saks reflect the company's generally lackluster
earnings performance and relatively weak, though recently
stabilized, cash flow protection," said credit analyst Gerald
Hirschberg. Further, Standard & Poor's expects that management
will continue to be challenged to generate, and then sustain,
improving trends in business fundamentals at its two distinctly
different department store segments. These factors are only
partially mitigated by the company's position as one of the major
multiregional players in the large, but highly competitive,
department store industry and its good niche in upscale retailing.

Birmingham, Ala.-based Saks operates 242 traditional department
stores under various nameplates, 62 upscale Saks Fifth Avenue
department stores, and 53 Off 5th clearance stores. The company is
well positioned in the industry in terms of store numbers and
geographic diversity, but it has struggled since it acquired the
Saks Fifth Avenue business in 1998. In addition to past
integration problems, which included the melding of two different
corporate cultures, Saks has been troubled by the poor economy
and general consumer malaise over the past few years, and by
ongoing intense competition.

Although management has made strides in improving the company's
balance sheet and recent trends in same-store sales have been very
positive, the negative outlook incorporates Standard & Poor's
concern that Saks may still falter in its recovery. Moreover, the
decisions to pay a $284 million special dividend and to add debt
via a $200 million convertible note offering are indications that
management is still relatively aggressive in terms of its
financial policy, choosing to use flexibility to enhance
shareholder value at the expense of credit protection. To obtain a
stable outlook, Saks needs to demonstrate further improvement in
its operating performance, a trend in better credit ratios, and a
more conservative financial policy.


SAKS INC: $200M Convertible Sr. Debt Issue Gets Fitch's BB- Rating  
------------------------------------------------------------------
Fitch Ratings assigns a rating of 'BB-' to Saks Incorporated's
(Saks) $200 million issue of convertible senior notes due 2024.
This issue follows Saks' announcement on Monday that it will be
paying a $284 million special dividend on 5/17/04 (refer to Fitch
press release dated 3/15/04.) This debt issue, together with the
special dividend, will push leverage modestly higher over the near
term, and limit the company's ability to delever going forward.
The Rating Outlook is Negative, reflecting the more aggressive
financial posture by Saks' management, as well as some uncertainty
as to the strength of the current economic recovery. It is assumed
that Saks' sales trends will remain positive and that its
operating margins will gradually improve over the medium-term.
However, the Negative Outlook will remain in place until there is
evidence that current sales trends are sustainable, and they
translate into improved bondholder protection measures.


SIERRA PACIFIC: S&P Gives B- Rating to Pending Senior Notes
-----------------------------------------------------------
Standard & Poor's Rating Services assigns its 'B-' rating to the
pending $300 million 10-year, senior unsecured note issue by
Sierra Pacific Resources (B+/Negative/--; Sierra Pacific). The
notes will refinance the company's March 2005 maturity of senior
unsecured notes. The outlook is negative.

Although Sierra Pacific's rating and outlook are being affirmed in
view of this upcoming issue, Standard & Poor's notes that near-
term events could have a material impact on Sierra Pacific's
credit profile, specifically, the general rate case and deferred
cost proceedings for the two utility subsidiaries Nevada Power Co.
(B+/Negative/--) and Sierra Pacific Power Co. (B+/Negative/--),
and ongoing legal proceedings regarding Enron's claims for over
$336 million in termination payments for contracts that it
terminated in May 2002. These claims are currently collateralized
by general & refunding (G&R) bonds pending resolution of the legal
dispute.

"The negative outlook reflects the risks of unfavorable rulings on
the general rate and deferred cost cases that could be a major
setback to the gradually improving regulatory environment in
Nevada," said Standard & Poor's credit analyst Swami Venkataraman.
"The outlook also incorporates the risk of a negative outcome in
the Enron litigation that would require Sierra Pacific to make
$336 million in termination payments, or provide additional cash
collateral, prior to a final ruling, and the prospect of a
partial or complete disallowance of these costs during a
subsequent prudence review by the Public Utilities Commission of
Nevada."

In its general rate case filing, Nevada Power Company filed for a
12.4% ROE and a phased-in $133 million (9%) increase, with $50
million to become effective April 1, 2004, and the remainder on
Jan. 1, 2005, upon expiration of an existing deferred energy
balance. Nevada Power's current ROE is 10.1%. In its intervenor
testimony, the staff of the Public Utilities Commission of Nevada
(PUCN) has proposed a significantly smaller $17.1 million electric
rate increase, based on a 10.7% ROE, $13.8 million of which is
related to recovery of merger-related costs and expires after
two years. About $26 million of the difference between the filings
flows from a lower rate of return, $43 million from differences in
the rate base, with the remaining $47 million from other costs. A
final PUCN decision is expected April 1, 2004. Nevada Power has
also requested recovery of $91.3 million in deferred fuel and
purchased power costs over a three-year period ($14 million in the
first year) that the company incurred from Oct. 1, 2002 through
Sept. 30, 2003.

Sierra Pacific Power Co. filed for a phased-in $88 million (12.1%)
electric base rate increase based on a 12.4% ROE, with $70 million
to become effective June 1, 2004, and the remainder on June 1,
2005, upon full recovery of an existing deferred energy balance.
Sierra Pacific Power's current ROE is 10.17%. The staff has
proposed a 10.52% ROE and has not yet made a revenue requirement
filing. A PUCN decision is required by June 1, 2004. Sierra
Pacific Power has a request for recovery of $42.4 million in
deferred fuel and purchased power costs. Should the PUCN's
decision track the staff's recommendation more closely than the
companies' requests, Sierra Pacific's financial condition could be
harmed and recovery delayed.


SKY TECHNOLOGY: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Sky Technology Partners LLC
             3200 Riverside Drive
             Columbus, Ohio

Bankruptcy Case No.: 04-53693

Debtor affiliates filing separate chapter 11 petitions:

Entity                                     Case No.
------                                     --------
Intellapac LLC                             04-53696

Type of Business: The Debtor is a custom software development
                  and solutions provider. See
                  http://www.skyseer.com/

Chapter 11 Petition Date: March 12, 2004

Court: Southern District of Ohio (Columbus)

Judge: Donald E. Calhoun Jr.

Debtors' Counsel: Michael D. Bornstein, Esq.
                  Bornstein Law Offices
                  580 South High Street, 3rd Floor
                  Columbus, OH 43215
                  Tel: 614-358-8052

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $500,000 to $1 Million

Debtors' 5 Largest Unsecured Creditors:

Entity                                 Claim Amount
------                                 ------------
Good Realty                                 $48,000

Plante Moran                                $35,000

Focus Business Solutions                     $7,500

Sprint Data                                  $7,500

Data House                                   $6,000


SLK DEVELOPERS INC: Case Summary & 1 Largest Unsecured Creditor
---------------------------------------------------------------
Debtor: SLK Developers, Inc.
        19824 B West Catawba Avenue
        Cornelius, North Carolina 28031

Bankruptcy Case No.: 04-30631

Chapter 11 Petition Date: March 23, 2004

Court: Western District of North Carolina (Charlotte)

Judge: George R. Hodges

Debtor's Counsel: Travis W. Moon, Esq.
                  Hamilton, Gaskins, Fay & Moon, PLLC
                  2020 Charlotte Plaza
                  201 South College Street
                  Charlotte, NC 28244-2020
                  Tel: 704-344-1117

Total Assets: $1,252,453

Total Debts:  $1,249,804

Debtor's 1 Largest Unsecured Creditor:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
Pramco II, LLC                Bank loan                 $969,101
f/k/a Lincoln Bank of NC      Value of Collateral:
& First Charter Bank          $885,658
1387 Fairport Road, Ste. 750
Fairport, NY 14450


SONTRA MEDICAL: Fourth Quarter Net Loss Doubles to $2.8 Million
---------------------------------------------------------------
Sontra Medical Corporation (Nasdaq: SONT) announced financial
results for the fourth quarter and fiscal year ended December 31,
2003.

For the three months ended December 31, 2003, the net loss
applicable to common stockholders was $2,794,000, or $.29 per
share, as compared to $1,408,000, or $.15 per share, for the same
period in 2002. For the year ended December 31, 2003, the net loss
applicable to common stockholders was $6,156,000, or $.65 per
share, as compared to $4,304,000, or $.70 per share in 2002.

The Company ended the year with $4,869,000 in cash with no debt.
On January 15, 2004, the Company received a $1.5 million payment
from Bayer Health Care LLC's Diagnostic Division pursuant to a
license agreement executed in July 2003 for Sontra's non-invasive
glucose monitoring technology. Also subsequent to year end, Sontra
received a total of $825,000 from the exercise of warrants to
purchase common stock issued in 2003. The Company expects that its
cash on hand will be sufficient to fund operations through at
least June 2005.

"We are pleased to have strengthened our balance sheet in 2003
with the $1.5 million license fee from Bayer Diagnostics and the
completion of a preferred stock financing that raised $6.2 million
in net proceeds," stated Thomas W. Davison, PhD, Sontra's
President and Chief Executive Officer. "We expect 2004 to be a
pivotal year for Sontra as we expect to commercialize our first
transdermal drug delivery product and expand the value of our
product pipeline by combining our SonoPrep(R) ultrasonic skin
permeation technology platform with other synergistic transdermal
drug delivery and biosensor technologies to provide complete
product solutions."

"In February 2004, the FDA granted Sontra the first 510(k)
marketing clearance for SonoPrep for use in electrophysiology
applications. Then earlier this month, we submitted a 510(k)
application for a second indication, seeking marketing clearance
to use SonoPrep and our topical lidocaine procedure tray to
achieve rapid skin anesthesia. This FDA submission was supported
by clinical data from three clinical studies involving
approximately 500 patients that demonstrates that rapid skin
anesthesia with 4% lidocaine was achieved within five minutes
following a skin pretreatment with SonoPrep. SonoPrep skin
permeation technology clearly improves the clinical utility of
topical lidocaine because existing products addressing this $100
million market require up to a sixty minute waiting period before
effective skin anesthesia is achieved. We expect to launch our
product by the end of the second quarter of 2004, assuming FDA
510(k) marketing clearance."

"Also during 2004, pursuant to our collaboration with Bayer
Diagnostics to develop a non-invasive glucose monitor, we plan to
assess the performance of the SonoPrep system for glucose sensing
applications in a series of pilot human studies. Additionally we
expect to conduct clinical studies demonstrating that SonoPrep
enables transdermal delivery of vaccines and other pain drugs."

               About Sontra Medical Corporation

Sontra Medical Corporation -- http://www.sontra.com/-- is the  
pioneer of SonoPrep, a non-invasive ultrasound-mediated skin
permeation technology that enables transdermal diagnosis and drug
delivery. Sontra's products under development include: a
continuous non-invasive glucose monitoring that is being co-
developed with Bayer Diagnostics; a rapid onset (less than 5
minutes) topical anesthetic delivery system and the use of
SonoPrep for the transdermal delivery of large molecule drugs and
biopharmaceuticals.

                         *   *   *

In its latest Form 10-KSB filed with the Securities and Exchange
Commission, Sontra Medical Corporation reports:

"We have a history of operating losses, and we expect our
operating losses to continue for the foreseeable future.

"We have generated limited revenues and have had operating losses
since our inception. Our historical accumulated deficit was
approximately $18,022,000 as of December 31, 2003. It is possible
that the Company will never generate any additional revenue or
generate enough additional revenue to achieve and sustain
profitability. Even if the Company reaches profitability, it may
not be able to sustain or increase profitability. We expect our
operating losses to continue for the foreseeable future as we
continue to expend substantial resources to conduct research and
development, feasibility and clinical studies, obtain regulatory
approvals for specific use applications of our SonoPrep
technology, identify and secure collaborative partnerships, and
manage and execute our obligations in strategic collaborations.

"If we fail to raise additional capital, we will be unable to
continue our development efforts and operations."


STATION CASINOS: Receives Consents to Amend Senior Note Indenture
-----------------------------------------------------------------
Station Casinos, Inc.(NYSE:STN - News) announced, pursuant to its
previously announced tender offer and consent solicitation for any
all of its $400,000,000 aggregate principal amount of 8-3/8%
Senior Notes due 2008 (CUSIP # 857689AM5 and # 857689AN3), that it
has received the requisite consents required to affect the
adoption of the proposed amendments to the indenture governing the
Notes.

As of 5:00 P.M. (EST) on March 16, 2004, holders of $383,101,000
of the outstanding aggregate principal amount of the Notes
(approximately 95.8%) have delivered valid tenders and consents
pursuant to the Offer.

Adoption of the proposed amendments require the consent of holders
of a least a majority of the outstanding aggregate principal
amount of the Notes. The proposed amendments will eliminate
substantially all of the covenants and certain events of default
in the indentures governing the Notes.

Terms and conditions of the Offer, including the Company's
obligation to accept the Notes tendered and pay the purchase price
and consent payments, are set forth in the Offer to Purchase and
Consent Solicitation Statement dated March 3, 2004.

The Company has engaged Deutsche Bank Securities Inc., Banc of
America Securities LLC and Lehman Brothers Inc. to act as dealer
managers and solicitation agents in connection with the Offer.
Questions regarding the Offer may be directed to Deutsche Bank
Securities Inc., High Yield Capital Markets, at (212) 250-4270,
Banc of America Securities LLC High Yield Special Products at
(888) 292-0070 (US toll-free) or (704) 388-4813 (collect) or
Lehman Bothers Inc. Liability Management Group at (212) 528-7581
or (800) 438-3242 (US toll-free). Requests for documentation may
be directed to D.F. King & Co., Inc., at (800) 628-8532 (US toll-
free) or (212) 269-5550 (collect).

Station Casinos, Inc. is the leading provider of gaming and
entertainment to the residents of Las Vegas, Nevada. Station's
properties are regional entertainment destinations and include
various amenities, including numerous restaurants, entertainment
venues, movie theaters, bowling and convention/banquet space, as
well as traditional casino gaming offerings such as video poker,
slot machines, table games, bingo and race and sports wagering.
Station owns and operates Palace Station Hotel & Casino, Boulder
Station Hotel & Casino, Santa Fe Station Hotel & Casino, Wildfire
Casino and Wild Wild West Gambling Hall & Hotel in Las Vegas,
Nevada, Texas Station Gambling Hall & Hotel and Fiesta Rancho
Casino Hotel in North Las Vegas, Nevada, and Sunset Station Hotel
& Casino and Fiesta Henderson Casino Hotel in Henderson, Nevada.
Station also owns a 50% interest in both Barley's Casino & Brewing
Company and Green Valley Ranch Station Casino in Henderson, Nevada
and a 6.7% interest in the Palms Casino Resort in Las Vegas,
Nevada. In addition, Station manages the Thunder Valley Casino in
Sacramento, California on behalf of the United Auburn Indian
Community.


TEXAS STATE AFFORDABLE: S&P Cuts Ratings to Low-B & Junk Levels
---------------------------------------------------------------
Standard & Poor's Ratings Services lowers its underlying rating
(SPUR) on Texas State Affordable Housing Corp.'s $68.3 million
multifamily mortgage revenue bonds (NHT/GTEX Apartment Portfolio)
series 2001A to 'B' from 'BB'. At the same time, Standard & Poor's
lowered its ratings on the corporation's (NHT/GTEX Apartment
Portfolio) $3.2 million series 2001C and $5.4 million 2001B
multifamily mortgage revenue bonds to 'CC' and 'C' from 'CCC' and
'CC', respectively. The outlook is negative.

The downgrades reflect debt service coverage of .92x maximum
annual debt service coverage on the senior bonds, 0.84x on the
subordinate bonds, and 0.73x on the junior subordinate bonds,
based on unaudited annualized financial statements ending Dec. 31,
2003; and scheduled transfers on April 1, 2004, from the debt
service reserve fund, to pay scheduled debt service on the series
2001B and 2001C bonds.

The series 2001A senior bonds are credit enhanced by MBIA bond
insurance, and continue to be rated 'AAA' based on the insurance.
The downgrade for series 2001A affects the underlying rating only.
Series 2001B and 2001C are not credit enhanced. According to the
owner, funds from the debt service reserve fund will be used to
make up deficiencies in revenues to pay the April 1, 2004, debt
service payments on the series 2001B and 2001C bonds. The owner is
currently projecting draws of approximately $277,831 on the series
2001B debt service reserve fund, and $166,248 on the series
2001C debt service reserve fund, at the time of the April bond
payment. The owner does not anticipate drawing from the debt
service reserve fund to pay series 2001A debt service. The issue
was originally underwritten at 1.44x maximum annual debt service
coverage on senior debt, 1.26x coverage on junior rated debt, and
1.19x coverage on junior subordinate rated debt. The issue has yet
to meet these coverage levels.

Annual expenses are approximately $3,741 per unit, which is
significantly higher than the original forecast of approximately
$3,000 per unit per year. Economic vacancy is more than 20%, based
on annualized unaudited financial statements as of Dec. 31, 2003,
well above the original forecast of 12%. This factor is greatly
influenced by high concessions, which are now commonplace in
Houston and Dallas. Monthly net rent collections are approximately
$499 per unit, versus $560 per unit as originally underwritten.
Overall rated debt per unit is approximately $47,100.

Lower occupancy rates at the GTEX properties have been a
contributing factor to its poor performance. The physical
occupancy rate for the portfolio is currently 92% for December
2003, while the economic occupancy rate year-to-date is 80%. The
projects are in soft multifamily markets.


TOM COM INC: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Tom Com, Inc.
        aka T Auto
        aka T Auto Salvage and Recycling
        aka Commons Enterprises
        aka Commons Sand and Gravel
        38499 Richardson Gap Road
        Scio, Oregon 97374

Bankruptcy Case No.: 04-61669

Chapter 11 Petition Date: March 8, 2004

Court: District of Oregon (Eugene)

Judge: Albert E. Radcliffe

Debtor's Counsel: Stephen C.P. Carroll, Esq.
                  88 East Broadway
                  Eugene, OR 97401-2933
                  Tel: 541-868-8005

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $500,000 to $1 Million

Debtor's 18 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
Young and Meyers              Accountant Fees             $2,940

Sell, Russ or Benda           Car Lot Lease               $2,300

Scio Auto Parts               Business debt               $1,623

Northern Investors Company    Insurance Expense           $1,400

American Bankers Insurance    Insurance Expense             $593

Capital One                   Credit Card                   $517

Argonaut Insurance Company    Insurance Expense             $432

Qwest                         Utility                       $423

Albany Rental, Inc.           Business debt                 $362

Pacific Power                 Utility                       $322

AT&T                          Utility                       $246

Scio Mutual Telephone Assoc.  Utility                       $181

Scio Mutual Telephone         Utility                       $180

Pacific Power                 Utility                       $161

Verizon Wireless              Cellular Phone                $113

Pacific Power                 Utility                       $110

Scio Mutual Telephone Assoc.  Utility                        $87

Cash Flow Management          Business debt                  $22


TRITON AVIATION: Fitch Places 6 Note Ratings on Watch Negative
--------------------------------------------------------------
Fitch Ratings places Triton Aviation Finance on Rating Watch
Negative. The Rating Watch Negative reflects a drop in Triton's
lease payments and nonpayment of class B and C interest during
March 2004.

        --Class A-1 notes 'BBB-';
        --Class A-2 notes 'BBB-';
        --Class B-1 notes 'BB-';
        --Class B-2 notes 'BB-';
        --Class C-1 notes 'C';
        --Class C-2 notes 'C'.

An analysis of Triton's March 2004 servicer report revealed that
monthly collections net of expenses dropped to negative $3.5
million from an average of $4 million the last three months. This
drop in collection cash flow required the use of the entire $5
million secondary liquidity reserve to pay swaps and class A
interest. Class B and C interest was unpaid. The difference in
March collections from the average of the last three months
reflects non payment of amounts due from two lessees and increased
expenses.

Polar Air Cargo is a U.S. based freight carrier whose parent is
Atlas Air Worldwide Holdings Inc. Both Polar and Atlas filed for
bankruptcy on January 30, 2004. At the time of its bankruptcy,
Polar leased (2) 747-200F freighter aircraft from Triton. Polar
rejected the leases early on in the bankruptcy proceedings and
both aircraft have been returned to Triton. The Polar lease
payments are guaranteed for six months following a default
(including a bankruptcy filing) by a subsidiary of a highly-rated
entity who is not honoring the guarantee. Austral, an Argentinean
airline, leases (9) B737-200A passenger aircraft from Triton.
Austral has delayed payments in the past.

On March 15, 2004, (after issuance of the March servicer report)
Austral paid the January 2004 past due rent and its penultimate
note payment amounts totaling $840,000. It is unclear when the
Polar guaranteed payments will be made. In addition, re-leasing
the B747-200F freighters will be challenging. Even if the Polar
guaranteed cash flow does resume, and/or the B747-200F freighters
are re-leased, it may be some time before the Class B and Class C
again pay interest due to Triton's payment priorities. Accrued
class A principal (actual and current) are ahead of class B
interest in the waterfall. In addition, although the secondary
liquidity repayment is behind the class B interest (accrued and
current) in the waterfall, it is ahead of class C interest

Triton is a Delaware business trust formed to conduct limited
activities, including the issuance of debt, and the buying,
owning, leasing and selling of commercial jet aircraft. Triton
originally issued $720 million of rated notes in June 2000, while
as of March 2004 it had $509.6 million of notes outstanding.
Primary servicing on 23 aircraft and back-up servicing is being
performed by International Lease Finance Corporation (rated 'AA-
/F1+' by Fitch), while Triton Aviation Services Limited services
the remaining 28 aircraft.


UNITED AIRLINES: Court Approves ESOP Committee Stipulation
----------------------------------------------------------
United Airlines Inc., and its debtor-affiliates sought and
obtained Judge Wedoff's approval for a stipulation with the
members of the UAL Corporation Employee Stock Ownership Plan --
Craig Musa, Donald Clements, Barry Wilson, Doug Walsh, Marty
Torres, Ira Levy, Lynn Hughitt, and William Hobgood -- and the
ESOP Plan Committee.

On February 28, 2003, a complaint entitled Summers v. UAL
Corporation Employee Stock Ownership Plan was filed before the
United States District Court for the Northern District of
Illinois, Case No. 03 C 1537.  The suit seeks $2 billion in
damages against the ESOP Committee and the ESOP Members.

The ESOP Committee and the ESOP Members filed proofs of claim
against UAL seeking indemnification for $2 billion each, alleging
contingent and unliquidated damages arising out of performance of
their duties on the ESOP Committee.

James H.M. Sprayregen, Esq., at Kirkland & Ellis, in Chicago,
Illinois, said that based on the redundancy of the Member Claims
and the Committee Claims, the Parties agree to enter into a
stipulation that consolidates the Claims into a single Claim.
The salient terms of the Stipulation are:

   (a) Member Claim Nos. 38745, 34193, 35431, 36638, 3641, 36499,
       43315 and 37725 will be withdrawn with prejudice and
       deemed disallowed; and

   (b) Committee Claim No. 35437 will constitute a claim on
       behalf of the ESOP Committee and all current, former and
       future members.  Any ESOP Member is entitled to seek
       allowance of any Committee Claim in the event the ESOP
       Member incurs expenses that are not reimbursed or relates
       to this litigation or performance of duties on the ESOP
       Committee.

Headquartered in Chicago, Illinois, UAL Corporation --
http://www.united.com/-- through United Air Lines, Inc., is the  
holding company for United Airlines -- the world's second largest
air carrier.  the Company filed for chapter 11 protection on
December 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M.
Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq.,
and Steven R. Kotarba, Esq., at KIRKLAND & ELLIS represent the
Debtors in their restructuring efforts.  When the Company filed
for protection from their creditors, they listed $24,190,000,000
in assets and  $22,787,000,000 in debts. (United Airlines
Bankruptcy News, Issue No. 41; Bankruptcy Creditors' Service,
Inc., 215/945-7000)   


US AIRWAYS: Auditor KPMG Doubts Ability to Continue Operations
--------------------------------------------------------------
U.S. Airways Group auditor, KPMG, LLP, relates that the airline's
significant recurring losses and other matters regarding, among
other things, the airline's ability to maintain compliance with
covenants contained in various financing agreements as well as
its ability to finance and operate regional jet aircraft and
reduce its operating costs in order to successfully compete with
low cost airlines, raise substantial doubt about its ability to
continue as a going concern.

In a Form 10-K filing with the Securities and Exchange Commission
dated March 12, 2004, KPMG notes that the concentration of
significant operations in the eastern U.S. results in USAir being
susceptible to changes in certain regional conditions that may
have an adverse effect on the airline's financial condition and
results of operations.  USAir continues to face intense
competition from the growing presence of low-fare low-cost
airlines and competitors' regional jets in its markets.  The
rapid growth of low-fare low-cost airlines has had a profound
impact on industry revenues that poses a threat to traditional
network carriers.

Using the advantage of low unit costs, these carriers offer lower
passenger fares, particularly those targeted at business
passengers, in order to shift demand from traditional network
carriers.  As a result of growth, the low-fare low-cost carriers
now transport 25% of all domestic U.S. passengers compared to
less than 10% a decade ago.  They now compete for, and thus
influence industry pricing on, 75% of all U.S. domestic passenger
ticket sales compared to less than 20% a decade ago.  The low-
fare low-cost airlines are increasingly offering passenger
amenities, such as in-flight entertainment and leather seating,
which were once traditionally offered only by network carriers.

The low-fare low-cost airlines are receiving an increasing number
of operating rights in slot-restricted airports.  Several low-
fare low-cost airlines, including Southwest Airlines and Frontier
Airlines, have launched service or announced plans to launch
service at Philadelphia, a hub airport for USAir.  The surge in
aircraft orders and better recent financial performance relative
to traditional network carriers suggest that the low-fare low-
cost airline threat will significantly intensify over the next
few years.

The growing presence of competitors' regional jets also poses a
threat to USAir.  Regional jets are faster, quieter and more
comfortable than turboprops and generally preferred by customers
over turboprops.  In recent years, USAir has lost significant
market share in markets where it operates with turboprop aircraft
and competitors have introduced regional jet service.

Despite the recent emergence from bankruptcy and the resulting
cost reductions, USAir may not be able to effectively counteract
decreasing revenues and increasing costs through its cost
reduction initiatives, revised business plan, customer service
initiatives and revised pricing structures.  Moreover, the
airline's liquidity and borrowing options are limited and it may
be severely impacted should there be a prolonged economic
downturn, further decreases in demand for air travel or
substantial increases in fuel costs.  The inability to achieve
sustained profitability may negatively impact USAir's ability to
satisfy its obligations as they become due, obtain future equity
or debt financing or to do so on economical terms and sustain or
expand the business.

USAir is pursuing a plan to further reduce cost per available
seat mile by at least 25% built around a complete business
remodeling that will allow it to be profitable in a variety of
competitive environments.  Key elements of the plan include
marketing and distribution techniques, employee compensation,
benefits and work rules, and airline scheduling and operations.  
USAir targets mid-year 2004 for the implementation of many of the
actions needed to achieve the cost reductions.  However, since
the plan will require changes to the airline's collective
bargaining agreements, there can be no assurance that this date
can be met.  USAir's failure to achieve the competitive cost
structure will force it to re-examine its strategic options. (US
Airways Bankruptcy News, Issue No. 50; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


US CONCRETE: S&P Rates Proposed $150 Million Sr. Sub. Notes at B-
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+/Positive/--'
corporate credit rating to Houston, Texas-based U.S. Concrete
Inc., and a 'B-' to a planned offering of $150 million senior
subordinated notes due 2014.

"Proceeds will be used to redeem $95 million of existing notes and
repay borrowings of $60 million under a credit facility which is
being replaced," said Standard & Poor's credit analyst Wesley E.
Chinn.

U.S. Concrete's credit quality reflects a highly competitive
industry, cyclicality of the company's end markets, a moderate-
sized revenue base, periodic acquisition activity, and its
aggressive debt leverage, partially offset by a meaningful
position in the domestic ready-mix market.

Demand for ready-mixed concrete (a stone-like compound that
results from combining aggregates-e.g., gravel, crushed stone, and
sand--with water, various admixtures, and cement) depends on the
level of construction activity in general, and in local markets.
Because the market for a ready-mix plant generally is the area
within a 25-mile radius, results are susceptible to swings in the
level of construction activity occurring in local residential,
commercial, street and highway, and other public infrastructure
markets. A company's competitive position largely depends on its
location, operating costs, and prevailing prices in a particular
market. Ready-mix is a fragmented, consolidating industry with
over 2,500 independent producers. This fragmentation and
relatively low--albeit increasing--barriers to entry to new ready-
mix concrete manufacturing operations contribute to highly
competitive market conditions. Competitors range from small,
owner-operated private companies to operating units of
large, vertically integrated cement manufacturing and concrete
products companies. Ready-mix concrete pricing closely tracks
cement pricing, which is expected in the near term to remain
roughly at the plateau of the past several years. Since the mid-
1990s, ready-mix pricing has been in the $65 to $70 range per
cubic yard, compared with the $50 to $55 range for many
previous years.


US DATAWORKS: Says Cash Still Sufficient to Fund Ops. for 6 Months
------------------------------------------------------------------
US Dataworks, Inc., a Nevada corporation, develops, markets, and
supports payment processing software for the financial services
industry. Its customer base includes many of the largest financial
institutions as well as credit card companies, government
institutions, and high-volume merchants in the United States. It
also has a strategic alliance with BancTec, Inc. and through
October 2002, with CheckFree Corporation to license the Company's
software for its banking customers and Thomson Financial
Publishing, a unit of Thomson Corporation, to incorporate its
EPICWare database into the Company's products. Prior to acquiring
US Dataworks, Inc., a Delaware corporation, effective March 31,
2001, the Company was a financial services company specializing in
the integration of proprietary software applications with
Applications Service Provider services and an internet service
provider. During July and December 2001, the Company started
shutting down its ISP and ASP operations, respectively, and at
March 31, 2002 all ISP and ASP activities had ceased.

The Company has received a report from its independent auditors on
the financial statements as of, and for the year, ended
March 31, 2003 that includes an explanatory paragraph describing
the uncertainty as to the Company's ability to continue as a going
concern.

The Company's net loss increased by $831,776, or 202%, to a net
loss of $1,243,214 for the three months ended December 31, 2003
from $411,438 for the three months ended December 31, 2002.

Net loss increased by $4,898,603, or 265%, to a net loss of
$6,744,688 for the nine months ended December 31, 2003 from
$1,846,085 for the nine months ended December 31, 2002.

US Dataworks has incurred significant losses and negative cash
flows from operations for the last two fiscal years. It has
obtained its required cash resources through the sale of debt and
equity securities but may not operate profitably in the future and
may be required to continue the sale of debt and equity securities
to finance operations.

Management of the Company believes the Company currently has
adequate cash to fund anticipated cash needs for at least the next
six months. An adverse business or legal development may
also require the Company to raise additional financing sooner than
anticipated. Management recognizes that the Company may be
required to raise such additional capital, at times and in
amounts, which are uncertain, especially under the current capital
market conditions. If  unable to acquire additional capital or
required to raise it on terms that are less satisfactory than
desired, such may have a material adverse effect on the Company's
financial condition. If necessary, US Dataworks indicates that it
may be required to consider curtailing operations significantly or
to seek arrangements with strategic partners or other parties that
may require the Company to relinquish significant rights to
products, technologies or markets. In the event the Company raises
additional equity financings, these financings may result in
dilution to existing stockholders.

As of December 31, 2003, US Dataworks' accumulated deficit was
$39,489,219. The Company's auditors have included an explanatory
paragraph in their Independent Auditor's Report (included in the
Company's audited financial statements for the years ended March
31, 2003 and 2002 filed with the annual report on Form 10-KSB/A
for fiscal year ended March 31, 2003), to the effect that the loss
from operations for the year ended March 31, 2003, and the
accumulated deficit at March 31, 2003 raise substantial doubt
about the Company's ability to continue as a going concern.


VALCOM INC: September Deficits Prompt Going Concern Uncertainty
---------------------------------------------------------------
As of September 30, 2003, ValCom, Inc. had three subsidiaries:
Valencia Entertainment  International, LLC, a California limited
liability company; Half Day Video, Inc., a  California
corporation; and 45% equity interest in ValCom Broadcasting, LLC,
a New York limited liability company, which operates KVPS (Channel
8), an independent broadcaster.  

The  Company is a diversified entertainment company with the
following operating activities:

a)  Studio rental - the Company leases eight sound and production
    stages to production  companies. Six of the eight sound and
    production stages are owned by the Company, while the
    remaining two stages are leased from a third party under an
    operating lease agreement.

b)  Studio equipment and rental - operating under the name Half
    Day Video, Inc., the Company supplies and rents personnel,
    cameras and other production equipment to various production  
    companies on a short-term or long-term basis.

c)  Film and TV production -The Company, in addition to producing
    its own television and  motion picture programming, has an
    exclusive facilities agreement in place for productions  in
    Los Angeles County for a three-year term with Woody
    Fraser/Woody Fraser Productions.

d)  Broadcast Television - The Company owns a 45% equity interest
    in ValCom Broadcasting,  LLC, a New York limited liability
    company, which operates KVPS (Channel  8), an independent  
    television broadcaster in the Palm Springs, California market,
    which is strategically located in the middle of four major
    markets including Los Angeles, Phoenix, Las Vegas and San
    Diego.

ValCom's business includes television production for network and
syndication programming,  motion pictures, and real estate
holdings. However, revenue is primarily generated through  the
lease of the sound stages. ValCom, which owns six acres of real
property and a 120,000 square foot production facility in
Valencia, California, is currently the studio set for JAG,
produced by Paramount Pictures and NCIS produced by Don
Belisarious Productions. The Company's sound stages have been
operating at full capacity since 1996.  ValCom also leases an
additional three acres and a 52,000 square foot production
facility that includes two full-service sound stages, for a total
of eight sound stages. ValCom's past and present clients in
addition to Paramount Pictures and Don Belisarious Producitons,
include Warner Brothers, Universal Studios, MGM, HBO, NBC, 20th
Century Fox, Disney, CBS, Sony, Showtime, and the USA Network. In
addition to leasing its sound stages, ValCom also owns a small
library of television content, which is ready for worldwide
distribution, and several major television  series in advanced
stages of development.

The Company's consolidated financial statements have been prepared
assuming that the Company  will continue as a going concern.  The
Company has a net loss of $2,430,159 and a negative cash flow from
operations of $300,582 for the year ended September 30, 2003; a
working capital deficiency of $8,962,906 and an accumulated
deficit of $10,556,350 at September 30, 2003.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.

The net working capital (current assets less current liabilities),
as stated, was a negative $8,962,906 as of September 30, 2003.  
During the twelve months ended September 30, 2003, the  Company
raised $42,000 from private placements of common stock. The
Company will need to continue to raise funds through various
financings to maintain its operations until such  time as cash
generated by operations is sufficient to meet its operating and
capital  requirements.

The Company has stated that there can be no assurance that it will
be able to raise such capital on terms acceptable to it, if at
all.

Total shareholders' equity decreased to $2,701,561 in fiscal year
2003. Additional paid in  capital increased to $13,242,200 in
fiscal year ended September 30, 2003.

During the last fiscal year, the Company financed its operations
with cash from its operating activities and through sales of
equipment and private offerings of its securities to a  director
of the Company.

The Company anticipates that its stock issuances and projected
positive cash flow from  operations collectively will generate
sufficient funds for the Company's operations for the  next 12
months.  If the Company's existing cash combined with cash from
operating activities is not adequate to finance the Company's
operations during the next 12 months, the Company will consider
one or more of the following options: (1) issuing equity
securities in exchange for services, (2) selling additional equity
or debt securities or (3) reducing the number of  its employees
(presently standing at 14).


WINN-DIXIE: Ranks No. 5 in Zacks' List of Stocks to Sell Now
------------------------------------------------------------
Zacks.com currently rates Winn-Dixie Stores, Inc. (NYSE:WIN) stock
with a 'Strong Sell' (Rank #5) recommendation.

Zacks.com from time to time releases details on a group of stocks
that are part of their exclusive list of Stocks to Sell Now. Since
inception in 1988 the S&P 500 has outperformed the Zacks #5 Ranked
Strong Sells by 170.3% annually (12.1% vs. 4.5% respectively).
"While the rest of Wall Street continued to tout stocks during the
market declines of the last few years, we were telling our
customers which stocks to sell in order to save themselves the
misery of unrelenting losses," according to Zacks.com.

Here is a synopsis of why Winn-Dixie stock has a Zacks Rank of 5
(Strong Sell) and should most likely be sold or avoided for the
next 1 to 3 months. Note that a #5/Strong Sell rating is applied
to 5% of all the stocks the company ranks:

Winn-Dixie Stores, Inc. (NYSE:WIN) operates supermarket and
Marketplace superstore locations. Over the past two months,
earnings estimates for the year ending June 2004 moved from a
profit to a loss. Over the past month, that loss expectation has
widened by 4 cents. Late January saw the company report a fiscal
second quarter loss that reversed a year-ago profit while also
missing the consensus. The loss was attributed to factors such as
the impact of its aggressive pricing programs on gross profit
margins and the competitive environment in the grocery industry.
But Winn Dixie is determined to fix its situation, and announced a
series of major actions in that quarterly report that will change
the way it does business and help it to shape the future of the
company. The plan includes brand positioning, expense reduction,
and an image makeover program, among others. This is good news for
the company's future, but until such actions spark higher earnings
estimates, the best move may be to hold off on increasing
exposure.

                    About the Zacks Rank

For over 15 years the Zacks Rank has proven that "Earnings
estimate revisions are the most powerful force impacting stock
prices." Since inception in 1988 the #1 Ranked stocks have
generated an average annual return of +33.7% compared to the
(a)S&P 500 return of only +12.1%. Plus this exclusive stock list
has generated total gains of +100.3% since January 2000 as the
market suffered its worst downturn in 60 years. Also note that the
Zacks Rank system has just as many Strong Sell recommendations
(Rank #5) as Strong Buy recommendations (Rank #1). And since 1988
the S&P 500 has outperformed the Zacks #5 Ranked Strong Sells by
170.3% annually (12.1% vs. 4.5% respectively). Thus, the Zacks
Rank system can truly be used to effectively manage the trading in
your portfolio.

For continuous coverage of Zacks #1 and #5 Ranked stocks, then get
your free subscription to "Profit from the Pros" e-mail newsletter
where we highlight stocks to buy and sell using our time tested
stock evaluation model. http://at.zacks.com/?id=94

The Zacks Rank, and all of its recommendations, is created by
Zacks & Co., member NASD. Zacks.com displays the Zacks Rank with
permission from Zacks & Co. on its web site for individual
investors.

                         About Zacks

Zacks.com is a property of Zacks Investment Research, Inc., which
was formed in 1978 to compile, analyze, and distribute investment
research to both institutional and individual investors. The
guiding principle behind our work is the belief that investment
experts, such as brokerage analysts and investment newsletter
writers, have superior knowledge about how to invest successfully.
Our goal is to unlock their profitable insights for our customers.
And there is no better way to enjoy this investment success, than
with a FREE subscription to "Profit from the Pros" weekly e-mail
newsletter. For your free newsletter, visit
http://at.zacks.com/?id=95

Zacks Investment Research is under common control with affiliated
entities (including a broker-dealer and an investment adviser),
which may engage in transactions involving the foregoing
securities for the clients of such affiliates.

                     About Winn-Dixie

Winn-Dixie Stores, Inc. (NYSE: WIN) is one of the largest food
retailers in the nation and ranks 149 on the FORTUNE 500(R) list.
Founded in 1925, the company is headquartered in Jacksonville, FL,
and operates more than 1,070 stores in 12 states and the Bahamas.
Frank Lazaran serves as President and Chief Executive Officer. For
more information, visit http://www.winn-dixie.com/

As previously reported, Standard & Poor's lowered Winn-Dixie's
corporate debt rating from BB to B and placed the ratings on
Credit Watch with negative implications. Moody's also lowered
the Company's senior implied rating to Ba3 from Ba1 and placed
the ratings on negative outlook.


WMG ACQUISITION: S&P Assigns B+ Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services assigns 'B+' corporate credit
rating to WMG Acquisition Corp.

At the same time, Standard & Poor's assigned its 'B-' rating to
WMG's proposed $800 million senior subordinated notes due 2014.
Standard & Poor's also assigned its 'B+' bank loan ratings and a
recovery rating of '3' to WMG's $1 billion term loan and its $250
million revolving credit, indicating a meaningful recovery of
principal (50%-80%) in the event of a default.

The New York City-based major music company will have about $1.8
billion of debt, pro forma for this transaction. WMG was acquired
on Feb. 29, 2004, by an investor group comprised of Thomas H. Lee
Partners, Edgar Bronfman Jr., Bain Capital Partners, and
Providence Equity Partners.

The rating reflects WMG's heavy debt burden as a result of the
leveraged buyout, risks associated with the industry's migration
to a digital downloading business model and leakage to piracy, and
concerns regarding the extent of cost restructuring that will be
required as the migration continues. These risks are only
partially offset by the higher margins and greater stability of
WMG's music publishing business, which accounted for about one-
third of EBITDA in 2003 (pro forma for the sale of music
manufacturing and distribution), a management team that already
has demonstrated expertise in cost restructuring, and important
progress made by the industry in 2003 in combating piracy and
adopting a legitimate digital platform.

WMG is tied for third place in terms of worldwide recorded music
market share and it is the second-ranked music publisher.
Recurring revenues accrue from its industry-leading music
publishing and recorded music catalogs. WMG and the industry have
been bedeviled by electronic and physical piracy. Piracy was a
significant contributor to the company's nearly 15% decline in
EBITDA from 1998 to 2002 when it was operating under Time Warner
as an integrated content and manufacturing company. (Inclusion
of manufacturing operations in historical data limits the
comparability with WMG as currently constituted.) WMG underwent a
major cost restructuring in 2001 following the AOL-Time Warner
merger, and WMG is consolidating further its U.S. music labels and
reducing other costs in a plan that will involve meaningful cash
outlays to realize significant annual savings. The company has
already executed a portion of this plan.


W.R. GRACE: Asbestos Committee Says Terminate Exclusivity Now
-------------------------------------------------------------
W.R. Grace & Co. and its debtor-affiliates sought Judge
Fitzgerald's approval to extend their exclusive periods to file a
plan of reorganization through August 1, 2004 and to solicit
acceptances of that plan through October 1, 2004.

                 PI Committee: No More Extension!

The Official Committee of Asbestos Personal Injury Claimants
reminds the Court that the Debtors' proceedings have been pending
nearly three years, and during that time, the Debtors have
continued to possess the exclusive right to propose and solicit
acceptances of a plan to exit bankruptcy.  The Debtors' request
must be denied as the Debtors failed to demonstrate that any
cause exists for the extension of the exclusive periods.  The
Debtors also failed to make any progress towards a successful
reorganization.

Section 1121(d) of the Bankruptcy Code provides that the Court
may reduce or increase the 120-day or 180-day exclusive periods
for a debtor to file and solicit acceptances of its
reorganization plan if "cause" exists.  The Debtors allege that
sufficient "cause" exists to extend the Exclusive Periods for an
additional six months, bringing the total extension to
approximately two and a half years.  In seeking the extension,
Debtors seek to retain total control over the plan process,
unencumbered by any input from, and without any regard to, the
interest of its creditors. Such a result is improper under
Section 1121(d).

Requests to extend or reduce the Exclusive Periods should "be
granted neither routinely nor cavalierly."  In enacting Section
1121(d), Congress explicitly sought to achieve two goals:

       (1) Grant the debtor a reasonable time to confirm a plan
           without the threat of a competing plan; and

       (2) Ensure that a debtor would not use Chapter 11 as a
           mechanism through which to operate indefinitely
           without attempting to reorganize.

Legislative history shows that Section 1121(d) is an attempt to
create a balance between the rights of debtors and creditors by
allowing the debtors sufficient time to negotiate a settlement,
while at the same time avoiding undue delay for creditors.  Long
and numerous extensions of the Exclusive Periods upset the
balance and should not be encouraged.

                 The Debtors Aren't Even Trying

The Debtors asserted that a "meaningful opportunity" was needed
to negotiate a consensual plan.  The Court has granted this
opportunity five times, yet the Debtors are not any farther along
despite this benefit.

After the Court extended the Debtors' Exclusive Periods for the
fifth time, the Court directed the major constituencies in the
cases to confer.  On September 5, 2003, the Debtors and the PI
Committee conferred.  However, Marla Rosoff Eskin, Esq., at
Campbell & Levine in Wilmington, Delaware, tells the Court that
the Debtors' proposal to the PI Committee could not be regarded
as a serious attempt to reach a consensual plan.  Although the
Debtors assert that they are working "diligently" with other
constituencies, clearly they are not working with the PI
Committee.

         Good Cause Does Not Exist for Another Extension

The burden is on the party seeking an extension of the Exclusive
Periods to file a plan and solicit acceptances to demonstrate the
existence of good cause warranting the extensions.  The Debtors
have failed to meet this burden.

Ms. Eskin asserts that some promise of probable success in
formulating a reorganization plan is an element of cause for an
extension of the Exclusive Periods.  The size and complexity of
the Debtors' cases alone do not provide cause for extension of
the Exclusive Periods.  If size and complexity alone were
sufficient to find cause then debtors in complex cases would have
an unlimited right to exclusivity.  Section 1121(d) would be
rendered meaningless in complex cases.

The Grace Debtors assert that their cases are complex and, as
such, exclusivity must be granted.  However, the Debtors ignore
that all asbestos bankruptcy cases have a level of complexity.

Section 1121(d)'s "for cause" language requires the presence of
factors in addition to timing, size, and complexity that are
specific to the particular debtor and its reorganization to
justify an extension of the Exclusive Periods.  The additional
factors include:

       (1) The likelihood of an imminent consensual plan if the
           debtor retains control;

       (2) No alternate substantial plan being held off
           by exclusivity; and

       (3) The general balancing analysis to avoid allowing the
           debtor to hold the creditors and other parties-in-
           interest "hostage" so that the debtor can force its
           view of an appropriate plan on the other parties.

The Debtors clearly do no meet these factors, as there is little
likelihood of a consensual plan and there are other parties who
are willing and able to file a plan.

          No Showing of Progress in Formulating a Plan

Ms. Eskin points out that the Debtors have not offered any
evidence of progress towards filing a plan.  At the hearing on
Debtors' fifth request to extend the Exclusive Periods, they
stated that they are making progress with the various
constituents and that the parties continue to talk.  That
assertion was not accurate as to the PI Committee, as there was
no progress in their discussions.  The Debtors' contention that
the parties have continued to talk, again, cannot possibly refer
to the PI Committee, as the Debtors have not made any further
attempts toward a settlement since the Court-ordered conference
in September 2003.

                Pending Litigation Is Not A Reason

The pending litigation of claims does not automatically justify
an extension of the Exclusive Periods, contrary to the Debtors'
assertion.  Denial of an extension is appropriate even where a
debtor contends that waiting for the outcome of pending
litigation is necessary or that the litigation is distracting.  
Where the need to conclude the litigation does not appear to be
critical to the debtor's efforts to propose a plan, the debtor
should be able to "propose its plan taking into consideration the
possible results of that action."  While it may be more
convenient to know the results of the litigation, it is not
necessary for the Chapter 11 proceeding to be placed in limbo
until that time.

The Debtors must not be permitted to wait until all matters are
fully litigated to file a plan.  If the pending litigation were
the test for extending the Exclusive Periods, then extensions
would be granted routinely in every case for great lengths of
time.  

Nor can the Debtors in good faith assert that any delay in their
progress is attributable to the stay entered by Judge Wolin on
matters before him.  Even if the matters before Judge Wolin had
progressed in the last six months, there is certainly no
guarantee that the matters would not have been appealed, and thus
pending for months, or perhaps even years.  Moreover, despite
Judge Wolin's stay, the Debtors could have made a good faith
effort to resolve their issues with the PI Committee, and
continue to talk and work through issues and come up with ideas,
as the Debtors vowed to do at the August 25, 2003 hearing.

                      Let Someone Else Try

Terminating the Debtors' Exclusive Periods will not end the
company's chances for reorganization.  "Denying such a motion
only affords creditors their right to file the plan; there is no
negative effect upon the debtor's co-existing right to file its
plan," Ms. Eskin says.  The risk is, of course, that while a
debtor is developing its plan, another party-in-interest may file
a plan.  However, that is what Congress has intended.  In keeping
with the purpose of Section 1121(d), the creditors should have
the opportunity to present a plan, as the Debtors have failed to
do so in a timely manner.

Ms. Eskin notes that the Court has acknowledged the Debtors' lack
of progress at the omnibus hearing on February 23, 2004.  The
Court reiterated that it had instructed the Debtors to talk with
the parties and expected that the Debtors were continuing to do
so.

The Debtors have accomplished nothing during the most recent six-
month extension granted by the Court to justify another
extension.  The Debtors' conduct does not give reason to believe
that any progress would be made in the next six months.  In fact,
the Debtors admitted to the Court at the February 23, 2004
hearing that they did not know when a plan would be filed.

The Debtors have failed to demonstrate that they have achieved
any movement since the Court gave them an opportunity to do so
six months ago, nor any showing that they are capable of
successfully reorganizing.  In light of these facts, the Court
must allow other creditors the opportunity to present a plan so
that the Debtors' cases may be resolved in a timely manner. (W.R.
Grace Bankruptcy News, Issue No. 57; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


ZAPATA INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Zapata Industries, Inc.
        4400 Don Cayo Drive
        Muskogee, Oklahoma 74403

Bankruptcy Case No.: 04-70694

Type of Business: The Debtor develops and sells plastic closure
                  systems.  See http://www.zaphaz.com/

Chapter 11 Petition Date: March 2, 2004

Court: Eastern District of Oklahoma (Okmulgee)

Judge: Tom R. Cornish

Debtor's Counsel: Sam G. Bratton, II, Esq.
                  320 South Boston Avenue, Suite 500
                  Tulsa, OK 74103
                  Tel: 918-582-1211

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
------                        ---------------       ------------
United States Steel           Steel Coils             $1,522,550
174994996, P.O. Box 910441,
Dallas, TX 753

Principal Life Insurance                              $1,000,862
Company
8801 South Yale Ave, Ste 400
Tulsa, Oklahoma

Watson Standard Company       Varnish                   $228,790

Love Box Company              Boxes                     $127,006

Muskogee County Treasurer     Taxes                     $104,894

Oxy Vinyls, LP                Chemicals                 $104,245

Sunoco, Inc. (R&M)            Chemicals                  $98,835

KPMG                          Auditors                   $66,946

Ashland Chemical, Inc.        Chemicals                  $59,593

Internal Revenue Service      Excise taxes               $59,187

Buske Lines, Inc.                                        $56,768

F&M Bank, Depository                                     $53,571

ABF Freight Systems, Inc.                                $49,870

Seminole Energy Services,     Natural Gas                $48,199
LLC

Greystone Plastics, Inc.      Plastics                   $47,608

Burgess Mfg. of Okla Inc.     Pallets                    $46,515

Pennie & Edmonds              Professional Fees          $43,497

Thompson, Hine & Flory        Professional Fees          $40,633

CMS Management                Natural Gas                $36,948

M.C. Benderavich              Taxes                      $36,045


* eAuctionMaster Opens Retail Location to Help Selling on eBay
--------------------------------------------------------------
eAuctionMaster, a premier source for selling on Ebay, opened its
first retail click and mortar location in the heart of Los
Angeles' Inland Empire. Expanding on the trading assistant
concept, eAuctionMaster provides consumers and businesses with a
fast, convenient, and effective means of selling items online.
With a 99.6% positive feedback rating from its current buyer base,
eAuctionMaster is rapidly building a reputation of "trust" in the
online marketplace.

               De-cluttering Lives and Businesses

Until recently, swap meets and yard sales were the best way for
consumers to sell their quality unwanted items. You do all the
work and make a small amount of money ... if you don't sell it,
you still have to cart it all home and store it. Instead, bring it
to eAuctionMaster who can put your items in front of millions of
potential buyers, so you can devote your valuable time and energy
to doing things that are more important to you. In the unlikely
event the item does not sell, eAuctionMaster can ship it off to
charity.

Their expertise is not limited to items in your home.
eAuctionMaster provides liquidation and close-out services for
retail businesses and manufacturers. They can sell the items you
can not. Their service allows you to free up valuable stock space
by storing your items in their secure warehouse. Plus, you do not
use up any additional resources on marketing and advertising. They
post the items for you -- and reach millions, including potential
buyers who haven't visited your store. eAuctionMaster has the most
competitive rates and is dedicated to world class customer service
to their customers and buyers.

                         How it Works

eAuctionMaster uses the tremendous selling power of Ebay auctions
to sell quality items for private parties as well as for retail
businesses and manufacturers. eAuctionMaster serves the local
community and can assist national vendors in liquidating antiques,
collectibles, electronics, overstocked items, discontinued items
and more. Purchasing opportunities are available in the United
States as well as for the international community. eAuctionMaster
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to maximize a profit for its vendors.

eAuctionMaster experts will conduct a comprehensive evaluation of
your item(s), take professional digital photograph(s) in their in-
house studio and write a detailed and enticing description. Once
the item is listed for sale on Ebay eAuctionMaster then stores the
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and payment process. Once the item is sold they send you a check.

eAuctionMaster's guarantee -- if they don't sell it, they don't
take a commission. What do you have to lose? A Free evaluation and
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                    About eAuctionMaster

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years of experience in selling on Ebay, and 12 plus years of
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sold thousands of items to satisfied buyers world-wide. They have
even sold businesses and homes.


* BOOK REVIEW: Risk, Uncertainty and Profit
-------------------------------------------
Author:  Frank H. Knight
Publisher:  Beard Books
Softcover:  381 pages
List Price:  $34.95
Review by Gail Owens Hoelscher

Order your personal copy today at
http://www.amazon.com/exec/obidos/ASIN/1587981262/internetbankrupt

The tenets Frank H. Knight sets out in this, his first book,
have become an integral part of modern economic theory. Still
readable today, it was included as a classic in the 1998 Forbes
reading list. The book grew out of Knight's 1917 Cornell
University doctoral thesis, which took second prize in an essay
contest that year sponsored by Hart, Schaffner and Marx. In it,
he examined the relationship between knowledge on the part of
entrepreneurs and changes in the economy. He, quite famously,
distinguished between two types of change, risk and uncertainty,
defining risk as randomness with knowable probabilities and
uncertainty as randomness with unknowable probabilities. Risk,
he said, arises from repeated changes for which probabilities
can be calculated and insured against, such as the risk of fire.
Uncertainty arises from unpredictable changes in an economy,
such as resources, preferences, and knowledge, changes that
cannot be insured against. Uncertainty, he said "is one of the
fundamental facts of life."

One of the larger issues of Knight's time was how the
entrepreneur, the central figure in a free enterprise system,
earns profits in the face of competition. It was thought that
competition would reduce profits to zero across a sector because
any profits would attract more entrepreneurs into the sector and
increase supply, which would drive prices down, resulting in
competitive equilibrium and zero profit.

Knight argued that uncertainty itself may allow some
entrepreneurs to earn profits despite this equilibrium.
Entrepreneurs, he said, are forced to guess at their expected
total receipts. They cannot foresee the number of products they
will sell because of the unpredictability of consumer
preferences. Still, they must purchase product inputs, so they
base these purchases on the number of products they guess they
will sell. Finally, they have to guess the price at which their
products will sell. These factors are all uncertain and
impossible to know. Profits are earned when uncertainty yields
higher total receipts than forecasted total receipts. Thus,
Knight postulated, profits are merely due to luck. Such
entrepreneurs who "get lucky" will try to reproduce their
success, but will be unable to because their luck will
eventually turn.

At the time, some theorists were saying that when this luck runs
out, entrepreneurs will then rely on and substitute improved
decision making and management for their original
entrepreneurship, and the profits will return. Knight saw
entrepreneurs as poor managers, however, who will in time fail
against new and lucky entrepreneurs. He concluded that economic
change is a result of this constant interplay between new
entrepreneurial action and existing businesses hedging against
uncertainty by improving their internal organization.

Frank H. Knight has been called "among the most broad-ranging
and influential economists of the twentieth century" and "one of
the most eclectic economists and perhaps the deepest thinker and
scholar American economics has produced." He stands among the
giants of American economists that include Schumpeter and Viner.
His students included Nobel Laureates Milton Friedman, George
Stigler and James Buchanan, as well as Paul Samuelson. At the
University of Chicago, Knight specialized in the history of
economic thought. He revolutionized the economics department
there, becoming one the leaders of what has become known as the
Chicago School of Economics. Under his tutelage and guidance,
the University of Chicago became the bulwark against the more
interventionist and anti-market approaches followed elsewhere in
American economic thought. He died in 1972.

                           *********

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.

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

Troubled Company Reporter is a daily newsletter co-published by
Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania,
USA, and Beard Group, Inc., Frederick, Maryland USA. Yvonne L.
Metzler, Bernadette C. de Roda, Donnabel C. Salcedo, Rizande B.
Delos Santos, Paulo Jose A. Solana, Aileen M. Quijano and Peter A.
Chapman, Editors.

Copyright 2004.  All rights reserved.  ISSN: 1520-9474.

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

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

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