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             T R O U B L E D   C O M P A N Y   R E P O R T E R

                Thursday, August 17, 2000, Vol. 4, No. 161

                                Headlines

1/2 OFF: Party America's the Stalking Horse for an Aug. 23 Auction
ADELPHIA COMM: Moody's Lowers Cable System Operator's Debt Ratings
AMERICAN PAD: Saratoga Signs Sale Agreement for Williamhouse Division
AMERISERVE: Signs Definitive Agreement for Sale of Canadian Division
AMERISERVE: Closes on Sale of Equipment Division To Private Fund

AMF BOWLING: Moody's Lowers Debt and Corporate Ratings to Junk Status
AUREAL, INC.: Applies To Employ E&Y Restructuring as Financial Advisor
AUREAL, INC.: Creative Technology Proposes Asset Purchase Agreement
AUTOMATA INTERNATIONAL: Order Authorizes Retention of Pachulski, Stang
BISHOP'S MARINA: Case Summary and 20 Largest Unsecured Creditors

CENTENNIAL COAL: Disclosure Statement Hearing Commences on Sept. 5
CFI MORTGAGE: Company Turnaround Plan on Target, CEO Says
CLARIDGE HOTEL: Application to Hire CIBC World Markets Corp. Denied
CMS ENERGY: Moody's Changes Outlook On Senior Securities To Negative
CONSECO FINANCE: Fitch Places Green Tree Debt Ratings on Credit Watch

CONSUMER PORTFOLIO: 2Q Report & Repurchase of $5MM Stock & Securities
CRIIMI MAE: Reports Profits & Disclosure Hearing Still on for Aug. 23
DYNAMATIC CORP.: Bankruptcy Court Establishes Oct. 2 Claim Bar Date
FOAMEX INTERNATIONAL: Achieves Settlement with Bank of Nova Scotia
FRUIT OF THE LOOM: Lemieux/Penguin Claim Settlement Kept Under Wraps

GENESIS/MULTICARE: Walks Away from Hackensack, New Jersey, Lease
GLOBAL TISSUE: Proposes Incentive Bonus Program for 22 Key Employees
HANDY & HARMAN: Retains Dempsey Myers to Examine Peruvian Gold Loss
HARNISCHFEGER INDUSTRIES: P&H Enters into Master Lease with CD Leasing
HARRISBURG EAST: Shopping Center to be Auctioned in Court on Sept. 21

HARVARD INDUSTRIES: Sales And EBITDA Up for Quarter Ending June 30
ICG COMM: Moody's Places Debt Ratings on Review For Downgrade
KCS ENERGY: Debtors' Disclosure Statement Set for August 31 Hearing
LINC CAPITAL: We Might, Um, Have to File for Bankruptcy Protection
LOEWEN GROUP: Settlement with Flanagan Family Trust Approved

MARKEL CORP.: Fitch Downgrades Senior Debt to BBB-
MASCOTECH: $1.4 Billion of Debt Under Review by Moody's for Downgrade
MATTHEWS STUDIO: Reports Lower Second Quarter Revenues And EBITDA
MOBILE ENERGY: Seeks Open-Ended Extension of 365(d)(4) Period
NATIONAL ENERGY: $2.7MM Loss For 3-Month Period Ending June 30,2000

NATIONAL ENERGY: Plan of Reorganization Declared Effective Aug. 4
NEWCOR, INC.: EXX Withdraws Proposed Exchange Offer
NUTRAMAX PRODUCTS: Miza Pharmaceuticals Opposes Preliminary Injunction
OPHIDIAN PHARMACEUTICALS: CEO Resigns; Continues Exploring Options
PATHMARK, INC.: Preferred Shareholders Want Their Own Committee

PHYSICIANS RESOURCE: Unveils Disclosure Statement for Liquidating Plan
PLANET HOLLYWOOD: Cash, PIK Notes and New Shares Distributed
PLAY BY PLAY: Renaissance Capital Discloses 5.28% Equity Stake
RECYCLING INDUSTRIES: Recycling Company Files Consensual Chapter 11
RELIANCE GROUP: Berger & Montague Remind Bondholders about Class Suit

RELIANCE GROUP: S&P Ratings Continue on CreditWatch as Aug. 31 Looms
RELIANT BUILDING: Proposes $838,000 Key Employee Retention Plan
SAFETY-KLEEN: Completes Sale of 44% Interest in SK Europe To Electra
SINGER: Selling Singer Europa Stock for 36.75 million Euros
SOUTHERN MINERAL: New 7-Member Post-Confirmation Board Appointed

STONE & WEBSTER: Shaw Implements New Plan By Ousting Top Executives
SUNBEAM CORP.: Appliance Maker Puts Oster on Block to Reduce Debts
TEXAS HEALTH: Committee Urges Court to Reject UST's Drop-Dead Dates
TREND-LINES: Case Summary and 20 Largest Unsecured Creditors
TRI VALLEY GROWERS: Final Order Approving Postpetition Financing

WASTE MANAGEMENT: Completes $200MM Sale Of BioGro To Synagro
WASTE MANAGEMENT: Declares Cash Dividend Payable To Stockholders
WORTHINGTON: Moody's Places Debt Ratings On Review For Downgrade
WORTHINGTON: S&P Places Sr. Debt On CreditWatch With Negative Outlook

                                *********


1/2 OFF: Party America's the Stalking Horse for an Aug. 23 Auction
------------------------------------------------------------------
Party America, of Alameda, California, Crain's Detroit Business
reports, expressed its desire to purchase 1/2 Off Card Shop, Inc., at
the auction scheduled for Aug. 23.  Party offers to pay 22% of the
value of the company's merchandise plus $300,000 and to hire employees
and cure deficiencies on any leases it assumes.  Party's offer will
serve as opening bid to a three-part auction for Southfield-based 1/2
Off.  Attorney Judy O'Neill says that winning bids will be evaluated
by creditors to choose which one gives the best return.  U.S.
Bankruptcy Court Judge Walter Shapero will review the results of the
auctions on Aug. 24.

1/2 Off Card Shop, Inc. is one of the top five chains in its niche
market of selling discount greeting cards and party items. It has
closed 12 stores since filing for bankruptcy in June.


ADELPHIA COMM: Moody's Lowers Cable System Operator's Debt Ratings
------------------------------------------------------------------
Moody's Investors Service lowered the debt ratings of Adelphia
Communications Corporation (Adelphia) and its subsidiaries. The
ratings for Adelphia's senior unsecured debt, along with those for the
senior and subordinated debt of its subsidiaries (Century
Communications, Olympus Communications, FrontierVision Holdings and
FrontierVision Operating Partners), were reduced to B2 from B1. The
ratings for the senior bank credit facilities available to the
company's subsidiaries (Adelphia Cable Partners, Century-TCI
California, Chelsea Communications, FrontierVision Operating Partners,
Parnassos, and UCA) were all reduced to Ba3 from Ba2, and Ba3 ratings
were assigned to the company's recently syndicated Century Holdings
bank credit facilities totaling $2.25 billion.

The former "b3" ratings for Adelphia's preferred stock instruments
totaling $725 million were lowered to "caa", and the (P)B1/ (P)B3/
(P)"b3" shelf ratings for future senior/subordinated/preferred draws
under Adelphia's remaining shelf registration were lowered to (P)B2/
(P)Caa1/ (P)"caa".  Adelphia's senior implied rating remains Ba3,
although its former B1 senior unsecured issuer rating has been lowered
to B2.  This concludes Moody's review for possible downgrade, which
began June 2000.  The outlook for all ratings is stable.

The downgrades reflect heightened credit risk for all classes of
securities issued by the company. Moody's notes that Adelphia's recent
and planned financings of jumbo bank credit facilities occurring at
the operating company level have once again resulted in a material
amount of structural subordination for its holding company notes,
reversing the trend of 1998 and 1999 when more junior capital was
raised. Also, the company has placed notably greater financial strain
on its balance sheet over the past year by continuing to effect
acquisitions at increasingly higher purchase prices per subscriber
with predominantly debt financing.

Confirmation of Adelphia's Ba3 senior implied rating broadly
incorporates the ongoing strength of the company's operating
performance, with improvements likely as it continues to upgrade its
technological profile, as well as the attractive markets with good
demographics that it serves, and ongoing system integration and
related operating efficiencies stemming from its rapid growth over the
last two years. These factors are substantially tempered, however, by
the very large capital requirements and aggressive fiscal management
practices of the company over the rating horizon, which when taken
together lead us to conclude that the rating outlook is stable.

Moody's added that recent activities of the company have caused its
senior implied rating to be somewhat weakly positioned, nonetheless,
particularly relative to when this rating was last revised/upgraded in
1998. In this regard, it is noteworthy that the confirmation also
incorporates Moody's expectation that Adelphia will issue new equity
over the near term in order to mitigate further deterioration of its
core credit profile.

The company's complex corporate structure, which is expected to be
somewhat simplified and improved over time but still includes the
presence of several joint ventures and multiple legal entities, also
suggests that a two-notch differential between its senior implied
rating and holding company notes ratings is more appropriate than the
prior one-notch rating compression for structurally subordinated debt.
Moreover, the large and growing bank debt component of the company's
overall capitalization supports our view that this class of debt
should correlate more closely with the fundamental business and
financial risk of the consolidated entity as represented by the senior
implied rating.

Moody's anticipates that excess capacity under the company's existing
and pending bank credit facilities will be quickly utilized to
continue aggressively funding capital upgrades, new product rollouts
and related equipment, announced acquisitions (which should be
tempered quite a bit going forward), and near-term refinancing
requirements/opportunities, as necessary. Additionally, the core cable
business, by way of the carve-outs embedded in the subsidiary bank
credit agreements, will formally support the liquidity needs of its
majority-owned CLEC subsidiary Adelphia Business Solutions, creating
further incremental debt overhang for the parent company. These
factors lead Moody's to conclude that the company will remain a net
consumer of capital over the next 12-24 months, although additional
capital raising initiatives including common and/or preferred stock
issuances, as well as certain non-core asset dispositions, may offset
this to some degree.

Headquartered in Coudersport, Pennsylvania, Adelphia Communications is
one of the largest domestic cable system operators with approximately
5.8 million subscribers on a proforma basis for all announced
transactions.


AMERICAN PAD: Saratoga Signs Sale Agreement for Williamhouse Division
---------------------------------------------------------------------
American Pad & Paper Company (OTCBB:AMPPQ) announced that it signed a
definitive sale agreement with Saratoga Partners for the assets of its
Williamhouse division.  This agreement follows the Letter of Intent
signed with Saratoga on July 17.  The sale is subject to a number of
conditions including bankruptcy court approval.

As previously announced, AP&P has been pursuing the sale of its
various business assets in order to reduce debt. On May 9, AP&P
concluded the sale of its Chicago-based Creative Card division to
Taylor Corporation and on August 2, announced a definitive sale
agreement with an affiliate of American Tissue Inc. for the sale of
its Ampad and Forms divisions.

American Pad & Paper Co., which invented the legal pad in 1888, is a
leading manufacturer and marketer of paper-based office products in
North America.  Product offerings include envelopes, writing pads,
file folders, machine papers, greeting cards and other office
products. The key operating divisions of the Company are Williamhouse,
AMPAD and Forms. AP&P has been operating under Chapter 11 protection
since January 10, 2000 and has secured debtor-in-possession (DIP)
financing adequate for its operations while in Chapter 11. Company
revenues in 1999 were $573 million, additional information is
available on the Company's Web site at http://www.americanpad.com.

Saratoga Partners, a New York based Merchant Bank, founded in 1984,
has led buyout and private equity investments in 28 companies with an
aggregate acquisition value exceeding $3.3 billion. Saratoga's
investments have included Koppers Industries, CapMAC, Formica
Corporation and telecommunications related companies, including EUR
Data Center.


AMERISERVE: Signs Definitive Agreement for Sale of Canadian Division
--------------------------------------------------------------------
AmeriServe Food Distribution, Inc. announced that it has signed a
definitive agreement to sell AmeriServe of Canada to a company wholly-
owned by Prizsm Brandz LP, a Canadian limited partnership, for
slightly in excess of $1,000,000, subject to approval by the U.S.
Bankruptcy Court.

AmeriServe, headquartered in Addison, Texas, a suburb of Dallas, is
one of the nation's largest distributors specializing in chain
restaurants, serving leading quick service systems such as KFC, Long
John Silver's, Pizza Hut and Taco Bell.


AMERISERVE: Closes on Sale of Equipment Division To Private Fund
----------------------------------------------------------------
AmeriServe Food Distribution, Inc. announced the closing of the sale
of its Equipment Division assets to an affiliate of North Texas
Opportunity Fund LP. North Texas was the successful bidder at the
auction conducted by AmeriServe.  The sale was approved by the U.S.
Bankruptcy Court in Wilmington, Del., on August 2, 2000.

AmeriServe, headquartered in Addison, Texas, a suburb of Dallas, is
one of the nation's largest distributors specializing in chain
restaurants, serving leading quick service systems such as KFC, Long
John Silver's, Pizza Hut and Taco Bell.


AMF BOWLING: Moody's Lowers Debt and Corporate Ratings to Junk Status
---------------------------------------------------------------------
Moody's Investors Service lowered the following debt ratings and
corporate ratings of AMF Bowling, Inc. (Holding Co.) and AMF Bowling
Worldwide, Inc. (Worldwide):

                                              Former Rating  New Rating

    * AMF Bowling, Inc:

       i)   $178.6 million Convertible

            -- Zero Coupon Notes due 2018         Caa2           C

    * AMF Bowling Worldwide, Inc.
  
       i)   $254.7 million Sr. Subordinated

            -- Discount Notes due 2006            Caa1           Ca

       ii)  $250 million Sr. Subordinated

            -- 10.875% Notes due 2006             Caa1           Ca

       iii) $369 million Sr. Secured Term

            -- Loans due 2001, 2003, 2004         B2             Caa1

       iv)  $355 million Sr. Secured

            -- Revolving Credit Facility due 2002 B2             Caa1

AMF Bowling, Inc.'s senior implied rating was also lowered to Caa1
from B2 and the unsecured issuer rating (Holding Co.) was lowered to C
from Caa2. This rating action is a result of AMF's continued poor
returns and insufficient cashflow that prompted the announcement that
it will withhold the September 15, 2000 interest payment of
approximately $13.6 million on the $250 million Senior Subordinated
Notes at AMF Bowling Worldwide, Inc. The ratings outlook is negative
given the required restructure of AMF's indebtedness necessary to
reduce long term debt and alleviate the company's high debt service
requirements.
  
The company has requested and obtained several waivers through
December 31, 2000 under its secured credit facilities. In return for
the Lenders granting these waivers, AMF has committed to reduce its
Revolving Credit Facility by $100 million by year end . These actions,
viewed as putting further pressure on the company's cashflow and
liquidity, were taken to allow the company to develop a capital
restructure plan which is required by no later than October 15, 2000.
LTM EBITDA of $130.6 million (excluding the 1999 restructuring charges
of $43.1 million) less net capital expenditures and acquisitions for
the same period of $60 million, did not provide the company with
sufficient cashflow to meet its cash interest payments of
approximately $88 million.

The ratings outlook is negative pending the resolution of the planned
debt restructure and recapitalization of the company. The current
restrictions placed on the company's liquidity by the senior credit
facilities may result in a default and debt acceleration if the long
term debt at the Holding Co. and Worldwide levels cannot be
appropriately restructured. The current ratings take into account the
potential for losses should a default occur.


AUREAL, INC.: Applies To Employ E&Y Restructuring as Financial Advisor
----------------------------------------------------------------------
Aureal, Inc. applies for authority to employ E&Y Restructuring LLC as
its Financial and Restructuring Advisor in its on-going chapter 11
reorganization.  Aureal states that EYR's services are necessary to
enable the Debtor to evaluate the complex financial and economic
issues raised by its current financial situation.  EYR is a wholly
owned subsidiary of the accounting firm of Ernst & Young LLP and was
formed October 1, 1999 when the restructuring and reorganization group
of E&Y was separated from E&Y.

Specifically, EYR will:

    *  Advise and assist the debtor's management in its preparation of
        financial information that may be required by the Bankruptcy
        Court and/or the debtor's creditors and other stakeholders, and
        in coordinating communications with the parties in interest and
        their respective advisors.

    *  Advise and assist the debtor's management in preparing for,
        meeting with, and presenting information to parties in interest
        and their respective advisors;

    *  Advise and assist the debtor's management in the execution of
        asset sales.

    *  Advise and assist the debtor's management in its analysis of
        restructuring alternatives, and its preparation and negotiation
        of a plan of reorganization, including advising the debtor's
        management on the timing, nature and terms of the debtor's
        potential modification alternatives to its existing debtor
        and/or equity securities, and in relation to any other
        considerations, to be offered pursuant to a plan of
        reorganization; and

    *  Perform such other services as requested.

EYR will calculate its fees for professional services by hourly rates
for work performed of this nature in this market. The current range of
hourly rates charged by EYR for various levels of staff are as
follows:

     Managing Directors and Principals:      $495 - $575
     Directors:                              $425 - $480
     Vice Presidents:                        $325 - $375
     Associates:                             $265 - $295
     Analysts:                               $195 - $225
     Client Service Associates:                     $115


AUREAL, INC.: Creative Technology Proposes Asset Purchase Agreement
-----------------------------------------------------------------
Creative Technology Ltd. submits an Asset Purchase Agreement between
Aureal, Inc., and Creative Technology Ltd., offering a superior bid
for the purchase of substantially all of Aureal's assets out of its
chapter 11 case proceeding before the U.S. Bankruptcy Court for the
Northern District of California.  

As previously reported in the TCR, Conexant withdrew from the bidding
process and the debtor moved quickly to finalize a letter of
intent with Guillemot.  Two other expressions of interest then
surfaced, one of which was from Creative.  

The material differences between the Creative Agreement and the
Guillemot Corporation agreement:

    (1) The Guillemot Agreement provides for an Aggregate Purchase
price of $8,000,000 with a holdback of $1,000,000. The Creative
Agreement provides for an aggregate purchase price of $11,000,000 to
be paid at closing, with no holdback;

    (2) Certain real property interests of the debtor are not acquired
by Guillemot pursuant to the Guillemot Agreement;

    (3) The Creative Agreement does not include the purchase of any
real property interests;

    (4) The Guillemot Agreement does not include any releases of
claims; and

    (5) The Creative Agreement provides for Creative and debtor to
execute and deliver a mutual general release and dismissal of pending
claims.


AUTOMATA INTERNATIONAL: Order Authorizes Retention of Pachulski, Stang
----------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an
order on July 29, 2000, authorizing Automata International, Inc., to
employ and retain Pachulski, Stang, Ziehl, Young & Jones PC as co-
counsel to represent the Company in its chapter 11 restructuring.  


BISHOP'S MARINA: Case Summary and 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor:  Bishop's Marina & Resort, Inc.
          352 Bayview Dr.
          Coolin, ID 83821

Chapter 11 Petition Date:  August 11, 2000

Court:  District Of Idaho

Bankruptcy Case No: 00-20925

Judge:  Terry L. Myers

Debtor's Counsel:  Kevin O'Rourke, Esq.
                    Southwell & O'Rourke, P.S.
                    421 W. Riverside Avenue
                    960 Paulsen Building
                    Spokane, WA 99201
                    (509) 624-0159

Total Assets:  $ 1,782,901
Total Debts :  $ 1,157,408

20 Largest Unsecured Creditors:

HRS                                $ 11,770

Bill and Dorothy Hubbard           $ 10,000

Coolin Sewer District               $ 4,230

Marine Parts Northwest, Inc.        $ 3,872

Idaho State Tax Commission          $ 3,500

State of Idaho Parks
  & Recreation                       $ 2,500

Fisheries Supply                    $ 2,400

US West                             $ 1,627

Exide Batteries                     $ 1,116

Sandpoint Waste Management          $ 1,030

Precision Propellors                $ 1,015

Priest River Times                    $ 824

Muzzy Oil                             $ 700

U.S. West                             $ 359

Coeur d'Alene Press                   $ 338
   
AT & T                                $ 296

Lodging Resources Northwest           $ 211

AT & T Customer Financial             $ 182

AT & T Revenue Assurance              $ 134

Yardarm Marine Products               $ 122


CENTENNIAL COAL: Disclosure Statement Hearing Commences on Sept. 5
------------------------------------------------------------------
On August 7, 2000, Centennial Coal, Inc., Centennial Resources, Inc.,
CR Mining Company and B-Four, Inc., filed with the US Bankruptcy Court
their First Amended Joint Plan of Reorganization and a Disclosure
Statement in support of that plan.  

A hearing to consider the adequacy of the information contained in the
Debtors' Disclosure Statement will be held on September 5, 2000 at
11:00 AM in the US Bankruptcy Court, 824 Market St., 6th Floor,
Wilmington, Delaware.  Thomas E. Pitts, Jr., Esq., and Roger G.
Schwartz, Esq., of Sidley & Austin represent the Debtors, assisted by
Joel A. Waite, Esq., at Young Conaway Stargatt & Taylor, LLP, as local
counsel.


CFI MORTGAGE: Company Turnaround Plan on Target, CEO Says
---------------------------------------------------------
Steve Williams, president and CEO for CFI Mortgage, Inc. (OTCBB:CFIM),
a broad, technology-based consumer finance company serving the
national and international markets, states in a recent regulatory
filing with the Securities and Exchange Commission that "the
turnaround of CFI Mortgage, which began one year ago, has come full
circle as the Company is on target with growth objectives." Williams
cited the extra reporting requirements placed on the Company during
the current reporting period as the primary reason for the delay and
is confident that the filing will be completed by week's end.

The additional reporting requirements for the current period in
addition to normal operations include:

--  A full two-year audit of the books and records of Inventek, d.b.a.
     Surfside Software Systems; and

--  A full audit of the Company's newly formed subsidiary First United
     MortgageBanc, which includes the assets purchased in the quarter
     from Flamingo Financial Services.

In addition to reporting information from normal operations for the
quarter ended June 30, 2000, the Company also finalized several major
financial issues which resulted in the elimination of liabilities from
the Company's balance sheet. These issues that were finalized include,
but are not limited to, the outstanding claim objections from the
Company's bankruptcy filing and the disposition of the Company's
former subsidiary, Direct Mortgage Partners, Inc.

Williams further added, "It has been my mission to grow the business
both diversely and profitably. While the Company did hire a new Chief
Financial Officer on July 18, it did not do so until the Company was
profitable." One of the primary responsibilities of this position will
be to insure timely reporting with the SEC. The company expects to
report net income for the six-month period ended June 30, 2000 as
compared to a net loss for the six months ended June 30, 1999.

CFI's goal is to become a diversified eCommerce financial services
company with a 50-state lending capability. The company's strategy is
to introduce a solution into the financial services marketplace,
offering it as the most efficient and flexible web-enabled mortgage
solution that supports all borrowing channels, consumer direct, retail
and wholesale. For more information on the Company, visit the newly
designed website at www.cfiinc.com.


CLARIDGE HOTEL: Application to Hire CIBC World Markets Corp. Denied
-------------------------------------------------------------------
On August 1, 2000, Judge Judith H. Wizmur, Bankruptcy Court District
of New Jersey entered an order denying the application of the Official
Committee of Secured Noteholders of The Claridge Hotel and Casino
Corporation and the Claridge at Park Place, Inc. and Atlantic City
Boardwalk Associates, LP to retain CIBC World Markets Corp.

Objections to the motion were filed by the debtors, and the US
Trustee.  The court provides that the order is without prejudice to
the Committee's right to request an order authorizing the Committee to
retain CIBC or other professionals under different terms and
conditions and/or fee arrangement.


CMS ENERGY:  Moody's Changes Outlook On Senior Securities To Negative
---------------------------------------------------------------------
Moody's Investors Service changed the outlook on securities issued by
CMS Energy Corporation (senior unsecured Ba3) to negative from stable,
reflecting weakening liquidity and little progress to date on reducing
the parent level debt burden. The outlook on the ratings of CMS's
utility, Consumers Energy (senior secured Baa3), is unaffected and
remains positive in anticipation of continued favorable developments
in Michigan electric restructuring. Also unaffected is the stable
outlook on the Panhandle Eastern Pipe Line ratings (senior unsecured
Baa3). Panhandle's indenture restricts transfer of funds to the parent
to pre-tax income.

CMS is a highly leveraged company. Its consolidated debt rose to 69%
in 1999 and has remained there this year. The parent's $4.2 billion of
senior debt finances investment in ventures outside its US regulated
businesses, Consumers Energy and Panhandle. The parent debt represents
over half of consolidated debt, which totaled $7.9 billion at the end
of the second quarter.

Reliance upon banks also remains a concern. CMS's parent level bank
facilities still total just over $1 billion. The prior $725 million
parent revolving credit and term loan agreement, which was
supplemented by $357 million in bilateral lines of credit, was
increased to $1 billion in June with most bilateral exposures folded
into the total. The new facility matures next June.

Hybrid preferred stock, junior in rank to senior creditors including
the banks, has also risen in recent years. These hybrids are not
measured as part of total debt, yet behave very much like debt. Hybrid
preferreds issued at the parent level now comprise 6% of consolidated
capital, including short-term debt.

CMS relies upon the undrawn portion of bank facilities for liquidity.
Availability under all parent level bank agreements declined from $459
million at year-end 1999 to $294 million at the end of June. The next
most likely sources of cash in an unexpected downturn would be the
common stock dividend of $161 million per year, then deferral of the
hybrid preferred securities' dividends. The parent debt interest
burden of approximately $320 million per year is serviced by dividends
from the Consumers Energy utility ($262 million in 1999) and from its
other major intermediate holding company subsidiary, CMS Enterprises
($118 million in 1999), which owns Panhandle.

Moody's will continue to observe the degree to which proceeds from a
major asset sales program, sales of businesses, and any equity
issuance will be available to reduce the parent debt burden. Earlier
this year, CMS announced a $1.4 billion asset sales program intended
to shore up its balance sheet. As of August 1, 2000, these sales had
realized proceeds of $850 million. Some of the proceeds have financed
current year capital expenditures. Total parent level debt, at $4.29
billion at the end of June, is virtually unchanged from its year-end
1999 level of $4.26 billion.

CMS Energy is headquartered in Dearborn, Michigan. Its combination
electric and gas utility, Consumers Energy, serves customers in
western Michigan. Panhandle owns a system of interstate natural gas
pipelines extending from the Gulf coast up through the central US.


CONSECO FINANCE: Fitch Places Green Tree Debt Ratings on Credit Watch
---------------------------------------------------------------------
Fitch places the limited guarantee classes of Conseco Finance Corp.
and Green Tree Financial Corp.`s securitizations listed below on
Rating Watch Evolving.

This action follows Fitch's downgrade of Conseco Finance Corp.`s
(Conseco) senior debt rating to `B` from `BB-`. For more information
regarding Fitch`s rating of Conseco Finance Corp., please see Fitch`s
press release dated August 11, 2000. To date, the ratings on these
securities have reflected the strength of the limited guarantee
provided by Conseco (formerly Green Tree Financial Corp.). If the
limited guaranty were the only form of credit enhancement for these
securities, they would be downgraded to `B`. However, all of these
securities are also supported by monthly excess interest, and in some
cases, over-collateralization (O/C). Fitch will evaluate each of these
securities to determine whether the excess interest, and if
applicable, O/C, is sufficient to achieve a rating above the `B`
rating of the company.

The affected securities are:

    * Green Tree Financial Corp. and Conseco Finance Corp. manufactured     
        housing contracts pass-through certificates:

        -- Series 1992-1, series 1992-2, series 1993-1, series 1993-2,     
           series 1994-1, series 1994-2, series 1994-3, series 1994-5,
           series 1994-6, series 1994-7, series 1994-8, series 1995-1,  
           series 1995-2, series 1995-3, series 1995-4, series 1995-5,
           series 1995-6, series 1995-7, series 1995-8, series 1995-9,
           series 1995-10, series 1996-1, series 1996-2, series 1996-3,
           series 1996-4, series 1996-5, series 1996-6, series 1996-7,
           series 1996-8, series 1996-9, series 1996-10, series 1997-1,
           series 1997-2, series 1997-3, series 1997-4, series 1997-5,
           series 1997-6, series 1997-8, series 1998-1, series 1998-3,
           series 1998-4, series 1998-6, series 1998-7, series 1999-1,
           series 1999-2, series 1999-3, series 1999-4, series 1999-5,
           series 2000-1, 2000-2, 2000-4.

    * Green Tree Financial Corp. and Conseco Finance Corp. home equity
        loan certificates:

        -- Series 1996-C, 1996-D, series 1996-F, series 1997-A, series
           1997-B, series 1997-C, series 1997-D, series 1997-E, series
           1998-B, series 1998-C, series 1998-D, series 1998-E, series
           1999-A, series 1999-C, series 1999-D, series 1999-F, series
           1999-H Group I, series 2000-A, series 2000-B, series 2000-C.

    * Green Tree Financial Corp. and Conseco Finance Corp. home
        improvement loan certificates:

        -- Series 1996-C, series 1996-D, series 1996-E, series 1996-F,
           series 1997-A, series 1997-C, series 1997-D, series 1997-E,
           series 1998-B, series 1998-D, series 1998-E, series 1999-E.
             
    * Green Tree Recreational, Equipment & Consumer Trust:

        -- Series 1996-B, series 1996-C, series 1996-D, series 1997-A,
           series 1997-B, series 1997-C, series 1997-D, series 1998-A,
           series 1998-B, series 1998-C, series 1999-A.

Fitch is an international rating agency that provides global capital
market investors with the highest quality ratings and research. Dual
headquartered in New York and London with a major office in Chicago,
Fitch rates entities in 75 countries and has some 1,100 employees in
more than 40 local offices worldwide. The agency, which is a
combination of Fitch IBCA and Duff & Phelps Credit Rating Co.,
provides ratings for Financial Institutions, Insurance, Corporates,
Structured Finance, Sovereigns and Public Finance Markets worldwide.


CONSUMER PORTFOLIO: 2Q Report & Repurchase of $5MM Stock & Securities
---------------------------------------------------------------------
Consumer Portfolio Services Inc. (Nasdaq:CPSS) announced its financial
results for its second quarter, ended June 30, 2000.

For the three months ended June 30, 2000, total revenues increased
1.1% to $13.6 million compared with $13.4 million for the three months
ended June 30, 1999.  The company's net loss for the period was $3.2
million compared with a net loss of $6.9 million for the same period
in the prior year.

Purchases of contracts from automobile dealers for the three months
ended June 30, 2000, increased by $79.9 million to $139.0 million over
purchases from dealers in the prior year's period. During the three
month period ended June 30, 2000, the company sold $144.0 million of
contracts, compared with $268.2 million in the prior year's period.
The aggregate outstanding balance of contracts serviced by the company
at June 30, 2000, was $583.7 million, a decrease of 55.4% from
$1,307.9 million at June 30, 1999.

Balances of accounts past due over 30 days represented 4.9% of the
servicing portfolio at June 30, 2000, compared with 4.4% at June 30,
1999. The annualized net charge off rate for the three month period
ended June 30, 2000, was 9.6%, compared with 7.3% for the three month
period ended June 30, 1999.

The company's non-discounted allowance for credit losses was $43.9
million, or 7.6% of the contracts sold that it serviced as of June 30,
2000. The on-balance sheet allowance for credit losses was $765,000,
or 24.7% of contracts held for sale at June 30, 2000. As of June 30,
2000, the inventory of repossessed vehicles was 1.7% of the servicing
portfolio, compared with 2.6% at June 30, 1999.

The company has also been authorized by its board of directors to
begin a program to repurchase up to $5 million of outstanding stock
and securities.

"Although the company still posted a loss in the second quarter, the
results show continued progress towards becoming a financially healthy
participant in the sub prime auto industry. Continued monthly releases
of cash have put us in our best liquidity position in two years," said
Charles E. Bradley, Jr., president and chief executive officer.

"The stock and securities repurchase program indicates the commitment
of the board and management to increasing shareholder value now and in
the future," continued Bradley.

Consumer Portfolio Services, purchases, sells and services retail
installment sales contracts originated predominantly by franchised
dealers for new and late model used cars. The company finances
automobile purchases through approximately 2,500 dealers under
contract across the United States.


CRIIMI MAE: Reports Profits & Disclosure Hearing Still on for Aug. 23
---------------------------------------------------------------------
CRIIMI MAE Inc. (NYSE: CMM) reported results for the three and six
months ended June 30, 2000.

For the three months ended June 30, 2000, CRIIMI MAE reported net
income available to common shareholders under generally accepted
accounting principles (GAAP) of approximately $3.7 million, or six
cents per basic share and five cents per diluted share. This compares
with a net loss to common shareholders for the second quarter of 1999
of approximately $2.0 million, or four cents per basic and diluted
share.

The increase in net income for the three months ended June 30, 2000 as
compared to the same period in 1999 was primarily due to the
recognition of an unrealized loss on warehouse obligations of $10.9
million during the second quarter of 1999. CRIIMI MAE did not
recognize any losses on warehouse obligations during 2000 because the
Company sold all of the mortgage loans originated under one of its
warehouse programs in 1999. Partially offsetting this increase in net
income was a $4.9 million reduction in net interest margin, as
discussed below.

For the first half of 2000, net income available to common
shareholders was approximately $7.8 million, or 13 cents per basic
share and 11 cents per diluted share, compared to approximately $11.4
million, or 21 cents per basic share and 20 cents per diluted share
for the same period in 1999. The decrease in net income for the first
half of 2000 as compared to 1999 was primarily due to a reduction in
net interest margin and a net increase in reorganization items. This
decrease was partially offset by a reduction of $6.9 million in
unrealized loss on warehouse obligations recognized in the first half
of 1999.

The net interest margin decreased for the three and six months ended
June 30, 2000 compared to corresponding periods due, in part, to the
sale of certain CMBS in February and in April 2000 which reduced
CRIIMI MAE's commercial mortgage-backed securities ("CMBS") holdings.
Also contributing to the decrease in net interest margin was an
increase in interest expense, caused, in part, by the replacement
during 1999 of a portion of the Company's variable-rate debt with
higher, fixed-rate debt.

Included in the decrease in net income for the six months ended June
30, 2000 were reorganization items aggregating $14.9 million during
the six months ended June 30, 2000 versus $10.9 million for the six
months ended June 30, 1999. The increase in reorganization items was
principally due to impairment and losses related to the Company's
assets. Impairment is recognized through the income statement when the
fair market value of an investment declines below its amortized cost
for a significant period of time and the entity no longer has the
ability or intent to hold the investment until the value recovers to
amortized cost.

Consistent with the Company's plan of reorganization, on March 15,
2000, CRIIMI MAE elected for tax purposes to be classified as a trader
in securities effective January 1, 2000. Such trading activity is, or
is expected to be, in certain types of mortgage-backed securities,
including subordinated CMBS. As a trader in securities, the Company
will mark-to-market its trading assets for the current and future tax
years.

The Company initially marked-to-market its trading assets on January
1, 2000, resulting in losses for tax purposes of approximately $478
million. Beginning with the 2000 tax year, the Company expects to
recognize these losses evenly over four years at a rate of
approximately $120 million per year. Any accumulated and unused losses
generally may be carried forward for up to 20 years to offset taxable
income until fully utilized.

For tax purposes, the estimated net operating loss for the six months
ended June 30, 2000 was approximately $32.6 million or a loss of 52
cents per weighted average share, which includes a realized loss of
approximately $5.7 million on the sale of certain CMBS. This compares
with tax basis income of approximately $31.5 million, or 59 cents per
weighted average share for the first half of 1999. For the first six
months of 2000, the net operating loss included one-half, or
approximately $60 million, of this year's portion of the $478 million
four-year mark-to-market loss.

The Company's trader election will require that its trading assets be
marked-to-market at the end of each tax year. The resulting year-end
adjustments will be reflected as unrealized ordinary gains and losses
in the Company's tax return. In addition, CRIIMI MAE expects to ealize
ordinary gains and losses during the year on dispositions of trading
assets. So long as available, net operating losses are expected to
offset all or a portion of each year's taxable income.

In order to retain its 1999 tax status as a Real Estate Investment
Trust ("REIT") and avoid corporate income tax liability, the Company
must distribute all of its 1999 taxable income. As a result, CRIIMI
MAE expects to declare and pay a taxable stock dividend before year-
end 2000. There can be no assurance that the Company will be able to
make such distribution with respect to its 1999 taxable income.

For a more complete discussion of the Company's trader election,
including related risks and the effect on taxable income (loss), REIT
distribution requirements and cash flows, reference is made to the
Company's Current Report on Form 10-Q for the quarter ended June 30,
2000.

CRIIMI MAE's shareholders' equity increased to approximately $250
million ($ 3.05 per diluted share) at June 30, 2000, from
approximately $219 million ($2.75 per diluted share) at December 31,
1999. The increase in shareholders' equity during this period
primarily resulted from an overall net increase in the fair market
value of the Company's portfolio of CMBS and insured mortgage
securities, and net income for the six months ended June 30, 2000.

In July 2000, CRIIMI MAE decided that, as part of its plan of
reorganization, it would sell its remaining interest in CMO-IV, a
securitization of commercial mortgage loans completed by the Company
in June 1998. If the sale of CMO-IV took place as of June 30, 2000,
based on the June 30, 2000 balance sheet and estimated fair values
(along with the de- recognition of corresponding assets and
liabilities), the Company would recognize an approximate $24 million
loss for financial statement purposes, and an approximate $23 million
loss for tax purposes.

The United States Bankruptcy Court for the District of Maryland,
Greenbelt Division has scheduled a hearing on August 23, 2000, to
review the proposed ballots submitted to the Bankruptcy Court to be
sent to members of all classes of impaired creditors and equity
security holders in connection with the Company's plan of
reorganization.

The Company's plan of reorganization was filed with the support of the
Official Committee of Equity Security Holders of CRIIMI MAE, which is
a co-proponent of the plan. The Official Committee of Unsecured
Creditors of CRIIMI MAE has agreed to support confirmation of the
Company's plan of reorganization subject to the completion of mutually
acceptable documentation regarding the treatment of certain classes of
claims. Under the plan, Merrill Lynch Mortgage Capital Inc. and German
American Capital Corporation, two of the Company's largest secured
creditors, would provide a significant portion of the recapitalization
financing contemplated by the plan.

Once the disclosure statement and ballots have been approved by the
Bankruptcy Court, the plan will be sent, together with the approved
disclosure statement and ballots, to members of all classes of
impaired creditors and equity security holders for acceptance or
rejection.

Since filing for protection under Chapter 11 of the U.S. Bankruptcy
Code on October 5, 1998, CRIIMI MAE has suspended its loan
origination, loan securitization and CMBS acquisition businesses. The
Company continues to own a substantial portfolio of subordinated CMBS
and, through its servicing affiliate, acts as a servicer of commercial
mortgage loans.

More information on CRIIMI MAE is available on its web site at
http://www.criimimaeinc.com


DYNAMATIC CORP.: Bankruptcy Court Establishes Oct. 2 Claim Bar Date
-------------------------------------------------------------------
On August 3, 2000, the U.S. Bankruptcy Court for the District of
Delaware entered an order setting 4:00 PM on October 2, as the
deadline for all persons and entities except governmental units to
file proofs of claim against the debtor, Dynamatic Corporation. The
Bar Date for all governmental units shall be November 4, 2000 at 4:00
PM. The Bar Date applies to all claims against the debtor that arose
on or before May 9, 2000.


FOAMEX INTERNATIONAL: Achieves Settlement with Bank of Nova Scotia
------------------------------------------------------------------
Foamex International Inc. has reached an agreement with The Bank of
Nova Scotia relating to the shares of Foamex common stock pledged to
the Bank by an affiliate of Trace International Holdings, Inc., which
is in bankruptcy. The agreement provides for a transfer of the Foamex
shares pledged to the Bank which avoids triggering the "change of
control" provisions in the Foamex subsidiaries' credit agreements and
the indentures for their public debt.

Under the agreement, the Bank will become the owner of less than 25%
of the outstanding shares of Foamex common stock. The remainder of the
Foamex common stock pledged to the Bank will be exchanged for a new
class of Non-Voting Convertible Preferred Stock of Foamex. The Non-
Voting Preferred Stock will not be entitled to dividends unless common
stock dividends are declared.

These transactions are conditioned upon a settlement agreement between
the Bank and the Trustee for Trace being approved by the U.S.
Bankruptcy Court for the Southern District of New York. Upon
completion of the transaction, Trace will no longer own any shares of
Foamex common stock.

Jack Johnson, President and Chief Executive Officer of Foamex, stated,
"We are extremely pleased by the successful resolution of the "change
of control" issue that was created by the Trace bankruptcy. We are
especially grateful to The Bank of Nova Scotia for working so
diligently with us to effect a solution that is positive for all
parties. We believe that completion of this transaction will instill
greater confidence in Foamex by our customers, suppliers, creditors
and shareholders."


FRUIT OF THE LOOM: Lemieux/Penguin Claim Settlement Kept Under Wraps
--------------------------------------------------------------------
The Lemieux Group, a Pennsylvania Limited Partnership, t/a The
Pittsburgh Penguins, asked the U.S. Bankruptcy Court for the District
of Delaware to compel Fruit of the Loom, Inc., to pay an
administrative expense from the estate of Pro Player.

In the fall of 1999, the Penguins and Pro Player formed a sponsorship
agreement.  For the 1999-2000 hockey season, the Penguins agreed to
provide advertising space on two arena dasherboards, event programs
distributed to patrons at hockey games and on the Sony Jumbotron
scoreboard.  Pro Player agreed to make $75,000 payments to the
Penguins on November 15, 1999 and February 1, 2000.  Pro Player agreed
to provide $30,000 of uniforms at no charge.  The Penguins allege that
no payments were made.

On February 28, 2000, the Court granted relief to wind down Pro Player
operations, allowing them to reject executory contracts with written
notice.  The Penguins claim they never received a written notice,
meaning the sponsorship agreement was in effect for the entirety of
the hockey season.

The Penguins state that Pro Player need only have presented written
notice of rejection.  Instead, the Debtor received free advertising
during twenty-five home games or 61% of the total home schedule.  The
Penguins claim it would set dangerous precedent if the Court does not
hold Pro Player responsible, as the entire estate is unjustly enriched
at the expense of the Penguins.

The Penguins rely on Matter of Continental Airlines Inc., 146 B.R.
520, 527 (Bakr. D.Del. 1992), for the proposition that a creditor can
seek reimbursement if the services provided were "actually used by the
debtor post-petition in the ordinary course of business."  The policy
reason for granting claimants administrative expense status is that
"the total value of the estate has been enhanced by that creditor's
post-petition contribution, ultimately to the benefit of all secured
and unsecured creditors."

Without airing the details in open court, Fruit of the Loom and the
Lemieux Group reached a two-part settlement to their dispute:

    (A) Lemieux will hold an allowed administrative expense claim
        against Pro Player's estate.

    (B) Lemieux will hold an allowed unsecured non-priority claim
        against Pro Player's estate.

The administrative expense claim will be paid immediately while the
unsecured non-priority claim will be paid in accordance with a
confirmed Reorganization Plan.

The dollar amounts of these claims are not disclosed. The Debtors
successful argued that revealing the monetary amounts of this
settlement would be disadvantageous because it has sponsorship
agreements with several NHL teams that must be settled. Judge Walsh
agreed with Fruit of the Loom and allowed the settlement agreement to
be filed under seal and kept from public view. The Penguins relinquish
any and all other claims against Debtor.  (Fruit of the Loom
Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


GENESIS/MULTICARE: Walks Away from Hackensack, New Jersey, Lease
----------------------------------------------------------------
The Multicare Companies, Inc., seek Bankruptcy Court approval of its
rejection of the Continental Lease for premises located at 411
Hackensack Avenue, Hackensack, New Jersey as of June 30, 2000, the
date by which Multicare surrendered possession of the premises to the
landlord, pursuant to a settlement and stipulation entered
prepetition.

In the Debtors' business judgment, the Continental Lease is not
necessary to Multicare's reorganization, and rejection of the lease
will eliminate Multicare's base rent obligation of $373,110 per year
plus other charges.(Genesis/Multicare Bankruptcy News, Issue No. 3;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


GLOBAL TISSUE: Proposes Incentive Bonus Program for 22 Key Employees
--------------------------------------------------------------------
Global Tissue LLC seeks court approval of its Incentive Bonus Program
for Key Employees. A hearing on the motion will be held on August 29,
2000 at 2:00 PM. On July 18, 2000 the debtor filed a motion seeking
approval to sell substantially all of the debtor's assets to American
Tissue Mills of Tennessee, LLC or such other buyer tendering a higher
and better offer. An auction with respect to the proposed sale of the
debtor's assets is scheduled to be held on August 28, 2000 and a
hearing to consider approval of the sale motion is scheduled to be
held on August 29, 2000.

The debtor seeks approval of the incentive bonus program in order to
assure the continued employment of the employees who perform key
functions on behalf of the debtor. It is essential to the debtor to
consummate the sale of its assets, and the employees that remain
employed must be focused on the debtor's business during this critical
period. The employee receiving the highest proposed incentive bonus of
$45,000 is Keith Schroeder, VP of Finance and acting CEO.  The
controller is scheduled to receive $22,400, the accounts
payable/payroll manage r is scheduled to receive $12,304, and the
Human Resources Manager is scheduled to receive $7,500.  The other 18
key employees are scheduled to receive a bonus of an amount less than
$5,500.


HANDY & HARMAN: Retains Dempsey Myers to Examine Peruvian Gold Loss
-------------------------------------------------------------------
Handy & Harman Refining Group, Inc. applies for an order authorizing
it to employ Dempsey, Myers & Company LLP as accountants for a special
purpose.  Prior to the petition date, approximately $12.5 million was
stolen from Handy & Harman Refining Group, Inc. in transactions
involving gold located in Peru.

The debtor has made insurance claims for this loss under an employee
dishonesty insurance policy and an all-risks insurance policy. To
pursue these claims as expeditiously and effectively as possible, the
debtor needs the assistance of professionals experienced in the
preparation, presentation and negotiation of insurance claims of this
type. The firm will gather, organize and analyze information and
documentation relating to such loss, issuance of reports demonstrating
the amount of the loss sustained under the applicable insurance
coverage, and presentation and negotiation of claims. The services
will be performed in three phases.

    * Phase I will include the identification of inconsistencies among
the various source documents and the identification, should they
exist, of specific disappearances of gold purchased by the debtor from
Panexim.

    * Phase II will include the presentation of claims, calculation and       
documentation of losses, assistance with document discovery and
related activities and communication with representatives of the
debtor's insurers for purposes of concluding the subject claims.

    * Phase III activities will be conducted only if the settlement is
not achieved by September 30, 2000, and could include further
documentation of claimed losses, additional document discovery,
assistance to counsel in litigation involving insurers and third
parties, and continued negotiation with representatives of the
debtor's insurers.

The firm will charge for services on an hourly basis: Managing partner
$210 per hour; Senior Accountant $110 per hour and Staff accountant
$85 per hour.


HARNISCHFEGER INDUSTRIES: P&H Enters into Master Lease with CD Leasing
----------------------------------------------------------------------
Harnischfeger Corporation (P&H) tells the court that, to compete in
the global economy, P&H must (i) replace outdated equipment and (ii)
increase its technological capabilities. P&H's management believes
that it is better to lease, rather than purchase technology-related
equipment because this type of equipment becomes obsolete quickly. If
P&H were forced to purchase the equipment, P&H would be less likely to
replace outdated technology.

Under Master Lease with CD Leasing, Inc., P&H will lease from CD
various types of equipment, including computer equipment, by entering
into equipment schedules under the Master Lease. The Master Lease will
remain in effect so long as any equipment schedule remains in effect.
Under the Master Lease, P&H has the option to upgrade the equipment;
(ii) renew the equipment schedules; and (iii) purchase
the equipment.

Pursuant to Schedule 1, P&H will lease a Cisco bundle router from CD
at a monthly rental of $1,216.00 per month for a term of 36 months and
must make this payment upon execution of the Lease. Schedule 1 is the
only schedule included in the motion.

At the Debtors' behest, Judge Walsh authorized entry into the (i)
Master Lease Agreement between P&H, as lessee, and CD, as lessor; (ii)
Schedule No. 1; (iii) Future Schedules. (Harnischfeger Bankruptcy
News, Issue No. 25; Bankruptcy Creditors' Service, Inc., 609/392-0900)


HARRISBURG EAST: Shopping Center to be Auctioned in Court on Sept. 21
---------------------------------------------------------------------
Harrisburg East Mall, a 64-acre Pennsylvania-based mall, will be
auctioned in U.S. Middle District Bankruptcy Judge Robert J.
Woodside's courtroom on September 21, a Harrisburg newspaper reports,
after Uni-Invest Partnership withdrew its bid to buy the property.  
Certified checks for $1 million are required from prospective bidders
to participate in the auction.  The sale of the property is expected
to close on September 27.

Newleaf Corp., is advising HEM's owner, EQK Realty Investors, in the
auction process.  Its president, Lloyd T. Whitaker, who will officiate
the auction, said, "I can't guarantee there will be bidders," but
we'll "make it attractive" to prospective buyers.  Proceeds for the
sale would be used to pay the mall's creditors.  Prudential Insurance
Co. leads the pack, owed $43.7 million.  Prudential Insurance will
likely credit bid its claim, Whitaker speculates.


HARVARD INDUSTRIES: Sales And EBITDA Up for Quarter Ending June 30
------------------------------------------------------------------
Harvard Industries, Inc. (NASDAQ: HAVA), a manufacturing company which
emerged from Chapter 11 bankruptcy in November, 1998, announced sales
and EBITDA for the nine-month and three-month periods ended June 30,
2000, of $260 million and $14.0 million and $86.4 million and $3.4
million, respectively.

As a result of its emergence from Chapter 11 and the prospective
effects of "Fresh Start Reporting", the Company does not believe that
its historical results from operations are necessarily indicative of
its results as an on-going entity.

However, for comparative purposes the nine-month period ended June 30,
2000 was compared to the combined seven-month period ended June 30,
1999 and the two-months ended November 29, 1998 (post-emergence). On a
pro forma basis for the corresponding nine-month and three-month
periods a year earlier, the Company had sales and EBITDA of $253.2
million and $13.8 million and $86.9 million and $5.6 million
respectively, after adjusting the prior period sales and EDITDA by
$134.6 million and $12.7 million and $43.0 million and $3.1 million
respectively for operations divested in the twelve-month period ended
September 30, 1999. These divestitures were made to enable the Company
to advance its diversification.

Harvard believes that EBITDA, defined as earnings before interest,
income taxes, depreciation, amortization, reorganization items,
extraordinary items and one-time items such as the gain or loss on the
sale of operations, is the best benchmark of its performance since it
bears a closer relationship to real cash earnings than earnings per
share.

Roger Pollazzi, Chairman and Chief Executive Officer, noted, "The
Company continues to make excellent progress as we develop our higher
value added businesses. The opportunity to combine our company with
Breed is rich with potential to accelerate this strategy by moving
beyond the manufacture of components to production of assemblies,
systems and other more encompassing customer solutions. Our due
diligence and financing efforts are proceeding nicely and we expect to
conclude this transaction on schedule."

Harvard Industries, Inc. designs, develops, and manufactures a broad
range of components for OEM manufactures and the automotive
aftermarket, as well as aerospace and industrial and construction
equipment applications worldwide. The Company has approximately 2,500
employees at 10 plants in the United States and Canada.


ICG COMM: Moody's Places Debt Ratings on Review For Downgrade
-------------------------------------------------------------
Moody's Investors Service today placed the ratings of ICG
Communications, Inc. and its subsidiaries on review for possible
downgrade. This review is prompted by the lower expectations for
EBITDA this year and next and the strain this puts on the company's
financial flexibility.

Despite the recent $750 million equity contribution from Hicks, Muse
and others this February, ICG's financial flexibility is limited by
capital expenditure requirements and a complicated capital structure
with debt or credit facilities at four separate subsidiaries that
could restrict the company's ability to raise further debt.
Management's estimate of $105 million in EBITDA for the full year 2000
and $350 million for next year are well below Moody's expectations.
Further, ICG's two oldest senior discount note issues will begin to
require cash servicing in 2001. Moody's review will focus on
management's plan to restore some degree of flexibility to be able to
fund the company's growth and to service its debt obligations.

The affected ratings are:

    * ICG Holdings, Inc.

        i)  11.625% Senior Discount Notes due 2007 - B3

        ii) 12.5% Senior Discount Notes due 2006 - B3

        iii)13.5% Senior Discount Notes due 2005 - B3

        iv) 14% Exchangeable Preferred Stock due 2008 - "caa"
  
        v)  14.25% Exchangeable Preferred Stock due 2007 - "caa"

    * ICG Services, Inc.

        i)  9.875% Senior Discount Notes due 2008 - B3

        ii) 10% Senior Discount Notes due 2008 - B3

    * ICG Equipment, Inc.

        i)  $200 Million Secured Credit Facility - B1

    * ICG Funding, LLC

        i)  6.75% Exchangeable Preferred Stock due 2009 - "caa"

Based in Englewood, CO, ICG Communications is a national integrated
telecommunications services provider.


KCS ENERGY: Debtors' Disclosure Statement Set for August 31 Hearing
-------------------------------------------------------------------
KCS Energy, Inc., et al., filed its third supplemental motion for an
order approving its Disclosure Statement.

A hearing on the motion will be held before Judge Peter J. Walsh,
Bankruptcy Court, Wilmington, Delaware on August 31, 2000 at 3:00 PM.
At the hearing the court will consider the adequacy of both the
debtors' disclosure statement and the Committee/Credit Suisse
Disclosure Statement. The court has also scheduled the hearing on
confirmation for October 30-31, 2000. Objections to the debtors'
motion must be filed with the Bankruptcy court so as to actually
be received by the counsel for the debtors on or before August 18,
2000 at 12:00 PM. The debtors are represented by Neil B. Glassman and
Steven M. Yoder, The Bayard Firm, 222 Delaware Avenue, Suite 900, PO
Box 25130, Wilmington, DE and Harvey R. Miller, Martin J. Bienenstock,
and Michael P. Kessler, Weil, Gotshal & Manges, LLP, 767 Fifth Avenue,
New York, NY.

On June 13, 2000, as previously reported in the TCR, the official
committee of unsecured creditors of KCS Energy and Credit Suisse First
Boston filed and served a disclosure statement with respect to their
proposed joint plan of reorganization for the debtors.



LINC CAPITAL: We Might, Um, Have to File for Bankruptcy Protection
------------------------------------------------------------------
LINC Capital, Inc. (LNCC), a specialty finance company, announced that
it reported a net loss for the quarter ended June 30, 2000 of $13.3
million, or $2.55 per share, including provisions for impairment of
assets and credit losses totaling $11.5 million, or $2.20 per share.
The company reported net income of $621,000, or $0.12 per share, for
the three months ended June 30, 1999. For the six months ended June
30, 2000, LINC Capital reported a net loss of $14.7 million, or $2.83
per share, compared with net income of $1.0 million, or $0.19 per
share, for the comparable period in 1999.

LINC Quantum Analytics and Internet Finance + Equipment, the company's
rental and distribution businesses, continue to operate profitably.
During the quarter ended June 30, 2000, these businesses reported
revenues of $13.9 million and earnings from operations before income
taxes of $510,000, compared with $11.0 million and $361,000,
respectively, in the comparable period of 1999. For the six months
ended June 30, 2000, rental and distribution revenues were $25.3
million and earnings from operations before income taxes were $561,000
compared with $19.8 million and $517,000, respectively, for the
comparable period of 1999. In order to continue to reduce bank debt,
the company is continuing to work with US Bancorp Piper Jaffray to
sell or refinance its rental and distribution businesses.

While the company has ceased originating leases in its select growth
leasing segment, it continues to hold a portfolio of equity securities
in 55 companies. LINC does not recognize income on these securities
until they have been sold. Unrealized gains in the portfolio of equity
securities have increased materially as a result of the increase in
value of the company's holdings in Corvis Corporation, which completed
an initial public offering in late July at a price of $36.00 per
share. The company reported that it holds warrants to purchase 327,972
shares of Corvis at an exercise price of $0.7625 per share. The
company's holdings in Corvis Corporation are not freely transferable
until late January 2001.

Since March 2000, LINC has been in default of certain covenants under
its loan and securitization agreements. The lenders under the
company's revolving credit facilities and liquidity providers to its
commercial paper securitization facilities have refrained from
exercising their remedies during discussions regarding a forbearance
agreement that would permit LINC to sell or refinance its lease
portfolio and rental and distribution businesses. LINC has ceased
substantially all leasing activities and has completed the outsourcing
of servicing of substantially all of its remaining lease portfolio.
The company is in the process of selling lease portfolios and other
assets to repay bank debt. If agreements are reached to sell
substantially all of the company's assets, shareholder approval would
be sought for a comprehensive plan of liquidation.
Employee headcount has been reduced to 99 (including 50 in rental and
distribution) at August 11, 2000 from 221 (including 53 in rental and
distribution) at December 31, 1999.

The company continues to believe that it will be able to complete a
forbearance agreement with its bank lenders. However, in the event
that it is unable to successfully complete such an agreement, the
company may be required to seek protection under the Bankruptcy Code.

The company also reported that two of its directors, Curtis S. Lane
and Stanley Green, resigned effective August 9, 2000.


LOEWEN GROUP: Settlement with Flanagan Family Trust Approved
------------------------------------------------------------
Judge Walsh authorized the certain debtor-affiliates of The Loewen
Group, Inc., to enter into the Settlement Agreement and assume the
Lease as amended and to deposit the Deposit with the Flanagan Family
Trust.  The amount required to cure any defaults under the Lease will
be established at $0.00. Pursuant to the Settlement, Flanagan will
take action to effectuate the dismissal of the Flanagan Lawsuit as
soon as practicable and the Settlement Debtors will cooperate with
Flanagan to obtain such dismissal. Moreover, related proofs of claim
number 4611 to 4625 filed by Flanagan and the Trust will be withdrawn,
and all Scheduled Claims will be disallowed.

As previously reported in the TCR, pursuant to Rule 9019 of the
Bankruptcy Rules and sections 363 and 365 of the Bankruptcy Code, five
of the Debtors, Loewen Group International, Inc., The Loewen Group
Inc., International Memorial Society, Inc., Palm Springs Mausoleum,
Inc. and Security Plus Mini & RV Storage, Inc., moved the court for an
order authorizing (a) entry into settlement agreement with Honorine T.
Flanagan (Flanagan) and the Flanagan Family Trust (b) entry into lease
amendment and assumption of lease as amended and (c) deposit of cash
security deposit, in the amount of $600,000 to secure its obligations
under the Lease as amended by the Lease Amendment.

Under a Purchase Agreement entered on July 17, 1995, LGII agreed to
buy and the Trust, Flanagan and John Dillon Flanagan agreed to sell,
all of the issued and outstanding shares of: (a) International
Memorial, d/b/a Palm Springs Mortuary, Palm Springs Mortuary at
Cathedral City and Desert Hot Springs Mortuary; (b) Palm Springs; and
(c) Security Plus.    By the Purchase Agreement, the Sellers also
agreed to convey to LGII the Mausoleum Parcel of real property.  On
July 17, 1995, LGII, as tenant, and the Trust, as lessor, entered into
a Lease. On November 1, 1996, the Trust assigned the Lease to John
Dillon Flanagan and Flanagan, and John Dillon Flanagan assigned it to
Flanagan.

According to the Debtors, Flanagan had failed to convey the Mausoleum
Parcel to LGII.  Honorine T. Flanagan, on the other hand, had
complaints against the Debtors as evidenced in the lawsuit Honorine T.
Flanagan v. Loewen Group International, Inc., The Loewen Group, Inc.
and DOES (individuals related to the case) 1 through 100 commenced in
December 1998 in California.  The lawsuit alleges, among other things,
that under the Asset Purchase Agreement, Loewen convenant that no
claims, suits or proceedings were pending against Loewen. It was based
on this, the lawsuit says, that the Flanagans agreed to enter into the
Share Purchase Agreement which set forth a comprehensive business
agreement by which the Flanagans agreed to sell their mausoleum and
mortuary business assets to Loewen. The Aggregate Purchase Price was
$10,200,000 to be paid $2,400,000 in cash and certain restricted
common stock in TLGI to be of a dollar value equal to $7,800,000.

However, as a result of the Gulf National Litigation and the Provident
Litigation that Loewen was facing, the Exchange Shares do not have a
valud equal to the consideration called for in the Stock Purchase
Agreement of $7,800,000, Flanagan alleges. Flanagan and the Trust have
asserted 15 proofs of claim and administrative expense claims against
the Settlement Debtors on account of among other things, the Purchase
Agreement, the Consulting Agreement, the Lease and the Flanagan
Lawsuit.  (Loewen Bankruptcy News, Issue Nos. 24 & 25; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


MARKEL CORP.: Fitch Downgrades Senior Debt to BBB-
--------------------------------------------------
Fitch, the international rating agency formed by the merger of Fitch
IBCA and Duff & Phelps Credit Rating Co., today took several rating
actions with respect to the international subsidiaries of the Markel
Corporation.

Fitch reduced the insurer financial strength ratings of Terra Nova
Insurance Company Limited (TNIC) to `A` from `A+`, Terra Nova
(Bermuda) Insurance Company Limited (TNBI) to `A-` from `A+` and
Compagnie de Reassurance d`Ile de France (Corifrance) to `BBB+` from
`A`. The insurer financial strength ratings of TNIC and TNBI were
placed on Rating Watch Negative. TNBI had previously been on Rating
Watch Evolving. Corifrance remains on Rating Watch Evolving.

Fitch also reduced the senior debt rating of Markel International, plc
(formerly Terra Nova UK Holdings, plc) to `BBB-` from `BBB` and placed
it on Rating Watch Negative. Additionally, Fitch placed the `BBB`
Markel senior debt and the `BBB-` Markel Capital Trust capital
securities on Rating Watch Negative.

The rating actions reflect continued poor operating results at TNIC
subsequent to its acquisition by Markel. The previous rating levels
had contemplated a modest level of underwriting losses subsequent to
the change in ownership, but current losses have exceeded anticipated
levels. Fitch noted that Markel employs a conservative loss reserving
and expense recognition philosophy.

Markel has placed TNBI into run-off and put Corifrance up for sale
after determining that neither fit its strategic direction. The TNBI
rating action recognizes that it has greater exposure to fluctuations
in investment values and reserve adequacy as a discontinued operation
than an operation with a continuing inflow of new premium. Offsetting
this exposure is TNBI`s strong capitalization and Markel`s
conservative reserving philosophy. Fitch also noted that the majority
of TNBI`s liabilities are owed to other Markel subsidiaries. The
Corifrance rating change reflects its relatively small size and its
high catastrophe exposure, which can cause significant variability in
earnings.

The Rating Watch Negative status on the Terra Nova insurer financial
strength ratings reflects Fitch`s concerns about the quality of the
acquired businesses and Markel`s ability to shed unprofitable business
without a significant adverse effect on its expense ratios. The Rating
Watch Negative status of the debt reflects the degree of financial
leverage employed in the acquisition and the strain that continued
operating losses would place on Markel`s ability to service this debt.

The following ratings were changed and are on Rating Watch:

    * RatingInsurer Financial Strength From To Watch

        a) Terra Nova Insurance Company Ltd. `A+` `A` Negative
        b) Nova (Bermuda) Insurance Company `A+` `A-` Negative

        c) Compagnie de Reassurance d`Ile de France `A` `BBB+`
             Evolving

        d) Terra Nova UK Holdings, plc Senior Debt `BBB` `BBB-`
             Negative

The following ratings were not changed, but were placed on Rating
Watch Negative:

    * Markel Corporation
        
        a) Senior Debt `BBB`

    * Markel Capital Trust
   
        a) Capital Securities `BBB-`

The following ratings were not changed or placed on Rating Watch:
  
    * Insurer Financial Strength Associated
      
        a) International Insurance Co. `A+`

        b) Deerfield Insurance Company `A+`

        c) Essex Insurance Company `A+`

        d) Evanston Insurance Company `A+`

        e) Markel American Insurance Company `A+`

        f) Markel Insurance Company `A+`

Markel Corporation markets and underwrites specialty insurance
products and programs to a variety of niche markets. In each of these
markets, the company seeks to provide quality products and excellent
customer service so that it can be a market leader.

Fitch is an international rating agency that provides global capital
market investors with the highest quality ratings and research. Dual
headquartered in New York and London with a major office in Chicago,
Fitch rates entities in 75 countries and has some 1,100 employees in
more than 40 local offices worldwide. The agency, which is a
combination of Fitch IBCA and Duff & Phelps Credit Rating Co.,
provides ratings for Financial Institutions, Corporates, Structured
Finance, Insurance, Sovereigns and Public Finance Markets worldwide.


MASCOTECH: $1.4 Billion of Debt Under Review by Moody's for Downgrade
---------------------------------------------------------------------
Moody's Investors Service placed the ratings of MascoTech, Inc., under
review for possible downgrade.

Ratings affected include:

    (i)   the B1 rating of MascoTech's $305 million of 4.5% convertible     
            subordinated debentures due 2003,

    (ii)  the Ba2 ratings of MascoTech's $1.1 billion in aggregate
            senior secured credit facilities due 2003 (which consist of
            an $800 million revolving credit and an approximately $309
            million remaining term loan balance),

    (iii) the (P)Ba2/(P)B1/(P)"b2" ratings of a shelf registration for
            senior debt, subordinated debt and preferred stock,
            respectively,

    (iv)  the Ba2 senior implied rating and

    (v)   the Ba3 senior unsecured issuer rating.

The review reflects the expectation of changes in the company's
capital structure and business profile as part of the recapitalization
transaction announced on August 2, 2000.  MascoTech has entered into a
definitive agreement to merge with an affiliate of Heartland
Industrial Partners, L.P. ("Heartland") as part of a going-private
transaction designed to recapitalize the company.

The rating action reflects the uncertainty regarding MascoTech's new
capital structure, and concerns that the company's leverage could be
materially increased in conjunction with the proposed transaction. In
addition, Management and Heartland are considering the divestiture of
certain assets identified as non-core investments. The impact of those
potential asset sales on MascoTech's financial condition is unknown.
While MascoTech's existing management team is expected to remain in
place throughout the company's transition, the future executive
leadership has not yet been determined.

The value of the proposed merger transaction, including the assumption
of debt, is anticipated to exceed $2 billion. Each public stockholder
upon closing will receive a minimum cash payment of $16.90 per share,
representing an approximate 40% premium over the share price just
prior to the public announcement of the transaction. To the extent
that certain planned dispositions of non-core assets occur (either
prior to or following closing), additional amounts will be paid to
these stockholders. MascoTech's Chairman, related party Masco Corp.,
and certain other members of management will retain an equity stake of
approximately 20% in the new company post-recapitalization. MascoTech
was spun off from Masco Corp. in 1984. The Chase Manhattan Bank will
act as agent for $1.5 billion in senior secured debt and receivables
financing commitments. Heartland is being joined in the transaction by
CSFB Private Equity and several other co-investors who are limited
partners in Heartland's fund. The investor group will infuse $550
million in cash into MascoTech, which will reportedly be primarily in
the form of common stock. The capital structure is still being
finalized. The transaction is subject to certain conditions, including
the completion of financing and a stockholder vote.

The company's Chairman, Richard A. Manoogian, has indicated that the
proposed merger will provide the company with access to the capital
needed to pursue growth opportunities and to further solidify customer
relationships. David Stockman, Senior Managing Director of Heartland,
has stated that MascoTech fits the model for his firm's "buy and
build" investment strategy. Mr. Stockman is a former partner of the
Blackstone Group and an ex-cabinet official in the Reagan
administration.

MascoTech reported net sales, gross profit and net income of $901
million (up 2%), $233 million (up 1%) and $52 million (up 4%),
respectively, for the six months ended June 30, 2000. Included in
these results are the impact of the disposition of the company's
specialty tubing and aftermarket-related businesses, as well as the
impact of recent acquisitions. The company's revenues were negatively
impacted by changes in foreign exchange rates in several countries.
June 30, 2000 last-twelve month leverage, as measured by "total
debt/EBITDA", was approximately 4x. This reflects debt reductions
achieved through the application of approximately $100 million of net
asset sales completed in 1999 and 2000, as well as the June 2000
closing of a receivables sale agreement to sell up to a $50 million
pool of assets.

Moody's review will consider the debt structure of the recapitalized
entity, its projected business and financial position including an
analysis of the impact of potential assets sales, and management's and
Heartland's strategic direction for the company going forward.
MascoTech Inc., headquartered in Taylor, Michigan, is a diversified
industrial manufacturing company which supplies metal formed
components used in vehicle engine and drivetrain applications,
specialty fasteners, towing systems, packaging and sealing products
and other transportation, consumer and industrial products.


MATTHEWS STUDIO: Reports Lower Second Quarter Revenues And EBITDA
-----------------------------------------------------------------
Matthews Studio Equipment Group, which continues to be the subject of
a Chapter 11 proceeding, reported lower quarterly consolidated
revenues and earnings before interest, taxes, depreciation and
amortization (EBITDA).

Consolidated revenues for the third quarter ended June 30, 2000 were
$6.9 million, a 50% decrease from the $13.7 million reported in the
previous year.

The company also reported third quarter 2000 EBITDA of $760,000, down
62% from $ 2.0 million reported in the previous year. The EBITDA
excludes $16.5 million of non-recurring charges and $1.5 million of
Chapter 11 reorganization costs. Net loss for the third quarter of
fiscal 2000 was $20.0 million or $2.00 per share compared to the net
loss of $2.8 million or $0.31 per share for the same period last year.

The company has engaged Imperial Capital, LLC to develop and implement
a process to solicit interest relating to the potential sale of all or
part of the Company.

The Company's liquidity, capital resources and results of operations
may be affected by a number of factors and risks, including but not
limited to the factors described in the Company's filings with the
Securities and Exchange Commission; the ability of the Company to:
operate successfully under a Chapter 11 proceeding; obtain shipments
and negotiate terms with vendors and service providers for current
orders, attract and retain customers; generate cash flow; attract and
retain key executives and associates, meet competitive pressures which
may affect the nature and viability of the Company's business
strategy; and manage its business notwithstanding potential adverse
publicity.

Matthews Studio Group supplies traditional lighting, grip,
transportation, generators, camera equipment, professional video and
audio equipment, automated lighting and complete theatrical equipment
and supplies to entertainment producers through its worldwide
distribution network.


MOBILE ENERGY: Seeks Open-Ended Extension of 365(d)(4) Period
-------------------------------------------------------------
Mobile Energy Services Company LLC and Mobile Energy Services
Holdings, Inc. seek court approval of an extension of their time
within which they must decide whether to assume, assume and assign, or
reject unexpired leases of non-residential real property pursuant to
Section 365(d)(4) of the Bankruptcy Code.

The debtors' Energy Complex is the subject of numerous security
agreements, leases, purchase agreements and lease-backs for real
property, assets and facilities. Many of these transactions are highly
complex, involving multiple parties, and may have to be restructured
as part of any plan of reorganization.

The leases are indispensable to the debtors' reorganization efforts.
The debtors must preserve their right to continued occupancy to enable
them to carry on business operations. These leases are central to
operations. If this period is not extended through the confirmation
date, the debtors claim that they will be compelled either to assume
large, long-term liabilities, creating substantial administrative
expense claims, or to forfeit the leases prematurely, impairing the
debtors' ability to operate and preserve the going concern value of
their estates. The extension of time requested will enable the debtors
to examine each of the leases thoroughly and to make the informed
business judgment required. The debtors have filed a plan of
reorganization and anticipate filing a Disclosure Statement by August
31, 2000. The plan provides for the assumption of the leases.


NATIONAL ENERGY: $2.7MM Loss For 3-Month Period Ending June 30,2000
-------------------------------------------------------------------
National Energy Group, Inc. (OTC Bulletin Board: NEGXQ) announces
results for the second quarter ended June 30, 2000. Results of
Operations For the Three Months Ended June 30, 2000 Net income of $1.3
million was recognized for the three months ended June 30, 1999,
compared with net income of $5.5 million for the comparable 2000
period. Net income for the second quarters of 1999 and 2000:

    (i)   excludes $4.4 million in additional interest expense on the
          senior notes,

    (ii)  includes expenses of $.6 million and $.4 million,
          respectively, relating to the bankruptcy proceedings and

    (iii) includes $.2 million and $.4 million in interest income on
          cash accumulating during the bankruptcy proceedings.

Excluding the effects of these amounts, a net loss of $2.7 million
would have been recognized for the three months ended June 30, 1999
compared to net income of $1.1 million for the same period in 2000.
Total revenues increased $3.0 million (32.3%) from $9.3 million for
the second quarter of 1999 to $12.3 million for the second quarter of
2000. The increase in revenues was due to the significant increase in
oil and natural gas prices during the second quarter of 2000 offset,
in part, by the decrease in production from the same period in 1999.
Average oil prices increased $11.77 per barrel from $16.14 per barrel
for 1999 to $27.91 per barrel for 2000 while average natural gas
prices increased $1.48 per Mcf from $1.93 per Mcf for 1999 to $3.41
per Mcf for 2000. The Company produced 291 Mbbls of oil during the
second quarter of 1999 and 218 Mbbls of oil in the second quarter of
2000, a decrease of 25.1%. The Company produced 2,403 Mmcf of natural
gas during the second quarter of 1999 and 1,829 Mmcf of natural gas
during the second quarter of 2000, a decrease of 23.9%.

The decline in production is primarily due to natural production
declines combined with the loss of production from properties sold at
an oil and gas auction in December 1999. During the bankruptcy
proceeding, the Company's ability to offset natural production
declines through drilling and exploration has been limited due to the
Bankruptcy Court restrictions. The Company expects production to
continue to decline unless replaced through drilling, workovers,
recompletions and/or acquisitions. Pursuant to the May 2, 2000
Bankruptcy Court order authorizing the Company to operate its
properties in the ordinary course and confirmation of the Joint Plan,
the Company has resumed certain exploration, development and
acquisition activities.

For the Six Months Ended June 30, 2000 Net income of $.1 million was
recognized for the six months ended June 30, 1999, compared with net
income of $9.9 million for the comparable 2000 period. Net income for
the six months ended June 30, 1999 and 2000:

    (i)   excludes $8.9 million in additional interest expense on the
          senior notes,

    (ii)  includes expenses of $1.1 million and $.6 million,
          respectively, relating to the bankruptcy proceedings and

    (iii) includes $.3 million and $.9 million in interest income on
          cash accumulating during the bankruptcy proceedings.

Excluding the effects of these amounts, a net loss of $8.0 million
would have been recognized for the six months ended June 30, 1999
compared to net income of $.7 million for the same period in 2000.
Total revenues increased by $6.4 million (38.6%) from $16.6 million
for the six months ended June 30, 1999 to $23.0 million for the same
period of 2000. The increase in revenues was due to the significant
increase in oil and natural gas prices during the first six months of
2000 offset, in part, by the decrease in production from the same
period in 1999. Average oil prices increased $13.82 per barrel from
$13.48 per barrel for 1999 to $27.30 per barrel for 2000 while average
natural gas prices increased $1.22 per Mcf from $1.78 per Mcf for 1999
to $3.00 per Mcf for 2000.

The Company produced 585 Mbbls of oil during the six months ended June
30, 1999 and 437 Mbbls of oil during the same period of 2000, a
decrease of 25.3%. The Company produced 4,897 Mmcf of natural gas
during the six months ended June 30, 1999 and 3,711 Mmcf of natural
gas during the same period of 2000, a decrease of 24.2%. The decline
in production is primarily due to natural production declines combined
with the loss of production from properties sold at an oil and gas
auction in December 1999. During the bankruptcy proceeding, the
Company's ability to offset natural production declines through
drilling and exploration has been limited due to the Bankruptcy Court
restrictions. The Company expects production to continue to decline
unless replaced through drilling, workovers, recompletions and/or
acquisitions. Pursuant to the May 2, 2000 Bankruptcy Court order
authorizing the Company to operate its properties in the ordinary
course and confirmation of the Joint Plan, the Company has resumed
certain exploration, development and acquisition activities. Any
information concerning EBITDA is discussed for informational purposes
only and is not a substitute for net income as an indictor of
financial performance.


NATIONAL ENERGY: Plan of Reorganization Declared Effective Aug. 4
-----------------------------------------------------------------
On February 11, 1999, the United States Bankruptcy Court for the
Northern District of Texas, Dallas Division entered an order placing
National Energy Group, Inc. (OTC Bulletin Board: NEGXQ) under
protection of the Bankruptcy Court pursuant to Title 11, Chapter 11 of
the United States Bankruptcy Code. On July 24, 2000 the Bankruptcy
Court entered a subsequent order confirming a Plan of Reorganization
jointly proposed by the Company and the Official Committee of
Unsecured Creditors. The Joint Plan became effective on August 4, 2000
and provides for the continuation of the Company's oil and gas
operations.

The order confirming the Joint Plan also provides that:

    (i)   payment be made within thirty days following the effective
          date to all creditors holding allowed claims;

    (ii)  confirmation of the Joint Plan shall be deemed an injunction
          against all parties asserting claims against property of the
          Company, except as provided for in the Joint Plan; and

    (iii) administrative claims against the Company, other than those
          provided for in the Joint Plan, must be filed within the
          deadline set by the Bankruptcy Court.

Also, in accordance with the Joint Plan, the reorganized Company will
contribute all or substantially all of its operating properties to a
limited liability company, not yet formed, in exchange for a 50%
interest in such limited liability company.

In accordance with the order confirming the Joint Plan, senior note
holders (excluding Arnos Corp, an affiliated subsidiary of the
Company's Series D Preferred Stockholder) will receive cash in the
amount of 56 1/2% of the face value of each note, less a pro-rata
share of $1.0 million to fund a creditors trust for the benefit of
senior note holders (excluding Arnos) and trade creditors. Cash to pay
the Company's senior noteholders will come from deposits made into the
Bankruptcy Court Registry by Arnos pursuant to the Joint Plan, the
effect of which will vest in Arnos 100% of the Company's senior notes.

Further, the Joint Plan restructures the capital stock of the Company.
The Company's preferred stock is deemed cancelled and converted into
714,268 shares of common stock in the reorganized Company. Holders of
common stock shall retain their existing equity, subject to
cancellation and reissuance of common stock in the reorganized Company
at a ratio of one share in the reorganized Company for every
seven shares of common stock held prior to the confirmation of the
Joint Plan.

Additional shares of the reorganized Company's common stock shall be
issued to Arnos or its affiliate in exchange for an amount of at least
$2.0 million paid by Arnos to the Company, which shall result in Arnos
or its affiliate owning up to 49.9% of the value of all issued and
outstanding common stock of the reorganized Company. The Company's
Transfer Agent, Wells Fargo Bank Minnesota, N.A., is expected to
complete the cancellation, exchange and reissuance of the common stock
certificates to the Company's shareholders within the time period
proscribed in the Joint Plan.

National Energy Group, Inc. is a Dallas, Texas based independent oil
and gas exploration and production company. The Company's principal
properties are located onshore in Texas, Louisiana, Oklahoma and
Arkansas.



NEWCOR, INC.: EXX Withdraws Proposed Exchange Offer
---------------------------------------------------
EXX Inc. has withdrawn its proposed exchange offer to acquire shares
of Newcor Inc. common stock for $4.00 per share payable in EXX Class A
shares.

David A. Segal, Chairman of EXX, stated that EXX had determined that
it was not advisable to proceed with the exchange offer in view of:
Newcor Board of Directors' intransigence; their refusal to withdraw
the Newcor "Poison Pill"; and their lack of cooperation in identifying
the Subordinated Noteholders so that EXX might negotiate an
arrangement to avoid a call of the Notes if there were a change of
control.

"We are quite disappointed that Newcor's Board has determined not to
pursue our proposal to enhance Newcor's capital position, better align
the interests of management with those of its stockholders and access
EXX's expertise in business turnarounds," said Segal.

Mr. Segal stated that EXX may continue to acquire Newcor shares in
the open market or privately negotiated transactions or through other
means, despite the negative trends affecting Newcor's business
fundamentals and the dismal performance by Newcor's management and
Board of Directors.

Further, EXX said it was interested in discussing with Newcor's
Subordinated Noteholders a possible waiver of the call provisions in
the Subordinated Notes, in the event of a change of control of Newcor.


NUTRAMAX PRODUCTS: Miza Pharmaceuticals Opposes Preliminary Injunction
----------------------------------------------------------------------
Miza Pharmaceuticals USA Inc. alleges in a four-count complaint filed
in Essex County, Massachusetts, that Nutramax Products, Inc. et al's
COO and Chairman of the Board, and three other individuals no longer
associated with the debtor, defrauded Miza in connection with its
purchase of a manufacturing plant in New Jersey in December of 1999.

Miza alleges that the defendants deliberately and repeatedly made
fraudulent statements to Miza regarding the plant's compliance with
FDA regulations and withheld documents from Miza which would have
shown that the plan was, in fact, not operating in accordance with
federal regulations. These allegations are the basis for Miza's tort
claims.

After several extensions of the deadline by which the defendants must
file responsive pleadings, and just days before the last extension
would have expired, the debtors filed a motion seeking a TRO and a
preliminary injunction under Section 105 under the Bankruptcy Code.

The debtors ask the Court to stay the Massachusetts Action against its
former and current employees on the grounds that it may give rise to
indemnification obligations to the named defendants... it may have
significant collateral estoppel effects against the debtors and would
require certain of the debtors' current officers and directors to
spend a considerable amount of time focusing their attention on the
defense of the Massachusetts action at a time when they need to attend
to their chapter 11 cases.

According to Miza, inter alia, the debtors have not demonstrated any
unusual circumstances that would warrant injunctive relief and the
debtors have not made a showing of irreparable harm. While the debtors
argue that the defendants might have indemnification claims against
the debtors, Miza argues that it is highly speculative whether these
claims will ever exist and whether they will have to be pursued
against the debtors. Miza asks that the court deny the injunctive
relief sought by the debtor.


OPHIDIAN PHARMACEUTICALS: CEO Resigns; Continues Exploring Options
------------------------------------------------------------------
Ophidian Pharmaceuticals, Inc., (Nasdaq: OPHD)(Pacific Exchange, Inc.:
OPD) a development stage company, reported in its latest Form 10-Q
filed with the Securities and Exchange Commission a net operating loss
of $771,401 for its third fiscal quarter ended June 30, 2000.  This
compares with a loss reported by the company of $1,412,362 for the
three months ended June 30, 1999.  The reduced operating loss reflects
decreased expenses during the quarter just ended resulting from the
company's reduction in force and suspension of research and
development, clinical trial, and related expenses.
     
The company also announced that Dr. Douglas C. Stafford, a director
and the company's president and chief executive officer, has resigned
his director and officer positions with the company, effective at the
close of business on August 14, 2000.   Dr. Stafford resigned
voluntarily and without disputing any actions of the board of
directors.  Dr. Stafford has been an officer of the company since 1990
and a director since 1997.

Ophidian is a development stage corporation that has focused on the
research, development and commercialization of therapeutic products
for human and animal use. The company's business has been directed to
numerous areas of disease but has focused principally on products for
infectious disease prevention and treatment.

On May 19, 2000, the company announced that its board of directors was
evaluating options and taking actions to conserve cash resources,
because new development capital was not being raised quickly enough to
support the company's then current operating levels.  On May 26, 2000,
the company announced that it was suspending all laboratory, product
development, and related operations.  This action was taken to allow
the company to focus resources on marketing and business development
of its intellectual property and manufacturing assets.  In connection
with the suspension of operations, the company reduced its workforce
by immediately eliminating 18 full time positions.  As a result of
additional reductions in force since then, the company now will have
two full time employees.

The company remains focused on finding a merger partner, development
partner, or one or more purchasers of its assets. During this period,
the company will continue to incur certain operating and lease
expenses that will consume available cash resources over time.  If the
company cannot secure suitable buyers or a merger or development
partner before exhausting its remaining cash resources, then the
company may seek the protection of state insolvency or federal
bankruptcy law for the orderly liquidation of its assets, or the same
may be imposed upon the company by its creditors.


PATHMARK, INC.: Preferred Shareholders Want Their Own Committee
---------------------------------------------------------------
As Pathmark gets ready for its confirmation hearing scheduled on
August 24, 2000, counsel for the Holuba family, one of its preferred
stockholders, requests that the U.S. Trustee appoint an official
committee of preferred stockholders. Both the Company and the ad hoc
bondholders committee have indicated their objection to such an
appointment, stating that such an appointment would only create
duplication of effort, cost the Company unnecessary fees and delay the
case. A representative of the Holuba family argues that a preferred
stockholders committee is required to investigate the valuation on
which distribution is to be made under the prepackaged Plan of
Reorganization filed by the Company, as well as other financial
issues, F&D Reports' Scrambled Eggs publication reports. It is not
known when the US Trustee's Office will make a decision on the
request.


PHYSICIANS RESOURCE: Unveils Disclosure Statement for Liquidating Plan
----------------------------------------------------------------------
Physicians Resource Group, Inc. and Eyecorp, Inc. submit a Disclosure
Statement accompanying a joint Chapter 11 plan of liquidation to the
U.S. Bankruptcy Court for the Northern District of Texas.

The plan contemplates a liquidation of the debtors, and does not
contemplate the financial rehabilitation of the debtors or the
continuation of their businesses. Under the plan, allowed
administrative claims and allowed priority non-tax claims will be paid
in full, and allowed unsecured claims against each debtor will be paid
their pro rata share from the remaining cash and the liquidation
proceeds of the retained assets of the respective debtor. Equity
interest holders may receive distributions - but only if all other
classes of creditors are paid in full - and their interests in the
debtors will not be extinguished until the Bankruptcy Cases are
closed.

Physicians Resource has identified approximately $207,000 in unsecured
claims, not including the Indenture Trustee's claim of approximately
$134,000,000 with respect to the debentures. In its schedules, EyeCorp
has identified approximately $6,916 in unsecured claims, although its
Bar Date has not yet occurred. Approximately 137 proofs of claim have
been submitted by creditor asserting unsecured claims against
Physicians Resource exceeding $316 million. Many of these claims,
according to the debtors are duplicative, assert severely inflated
amounts or are patently false.

The debtors are represented by Andrews & Kurth LLP, Texas and New York
offices.


PLANET HOLLYWOOD: Cash, PIK Notes and New Shares Distributed
------------------------------------------------------------
On May 9, 2000, Planet Hollywood International, Inc. and twenty-five
of its operating subsidiaries emerged from voluntary bankruptcy
reorganization proceedings under Chapter 11 of the United States
Bankruptcy Code. In that connection, substantial company resources
were devoted to the preparation and assimilation of documents and
other information necessary to properly account for the
reorganization. As a result, Planet Hollywood International, has
advised the SEC that it was not able to finalize all such information
prior to the filing deadline for periodic financial statements.

In May 2000, the company's Chapter 11 bankruptcy reorganization became
effective. As a result, the company's previously outstanding $250
million 12% senior subordinated notes payable, related accrued
interest and other liabilities subject to compromise were satisfied
through the issuance of a combination of cash, new PIK notes payable,
shares of newly issued Class A common stock and the future payment of
cash. These transactions resulted in the company recording an
extraordinary gain on debt forgiveness of approximately $173 million
for the second quarter 2000. In addition, the company anticipates
recording a second quarter 2000 charge of approximately $20 million
related to the write-down of long-lived assets of certain of its
restaurant units. Once filed, the quarterly and periodic financial
statements should reflect these transactions.


PLAY BY PLAY: Renaissance Capital Discloses 5.28% Equity Stake
--------------------------------------------------------------
Renaissance Capital Growth and Income Fund III, Inc. reports
beneficial ownership of 412,500 shares of the common stock of Play By
Play Toys & Novelties Inc., with sole voting and dispositive powers.
This amount represents 5.28% of the outstanding common stock of the
company.

On July 3, 1997, Play By Play and Renaissance entered into a
$2,500,000 Convertible Debenture with an 8.0% interest rate, due June
30, 2004, convertible at $16.00 per share. According to the Amended
Convertible Debenture and Loan Agreement, the conversion price of the
debenture was lowered to $6.00 per share effective November 23, 1999.
On July 17, 2000, the company made a $25,000 principal payment,
bringing the 8% Convertible Debenture amount to $2,475,000. Thus
Renaissance owns 412,500 shares of the company's common stock on a
fully converted basis. The Debentures are convertible within sixty
days. The Investment Advisor is Renaissance Capital Group, Inc., which
is also Investment Manager for Renaissance US Growth and Income Trust
PLC. Renaissance US Growth and Income Trust PLC also owns securities
of Play By Play Toys & Novelties, Inc.


RECYCLING INDUSTRIES: Recycling Company Files Consensual Chapter 11
-------------------------------------------------------------------
Under a joint consensual Chapter 11 plan filed last week in the
Recycling Industries Inc. (RECQE) bankruptcy case, the company's
official committee of unsecured creditors and a former owners' group
propose to infuse new cash into the reorganized company in exchange
for a substantial portion of new equity.  The plan has the support of
the Englewood, Colorado-based metal recycling company's secured
lenders, committee counsel David M. Feldman, Esq., of Kramer Levin
Naftalis & Frankel LLP told reporters for the Daily Bankruptcy Review,
adding that the parties hope to file a disclosure statement
summarizing the plan this week with the U.S. Bankruptcy Court in
Denver. (ABI 15-Aug-2000)


RELIANCE GROUP: Berger & Montague Remind Bondholders about Class Suit
---------------------------------------------------------------------
Berger & Montague, P.C. (http://home.bm.net),reminded the public in a  
press release that it represents individuals who purchased the 9%
Senior Notes or the 9 3/4% Senior Subordinate Debentures of Reliance
Group Holdings, Inc. (NYSE: REL) between February 8, 1999 and July 19,
2000.  Reliance has recently reported that it may be forced to seek
protection in bankruptcy court.

Class bondholders allege violations of Sections 10(b) and 20(a) of the
Securities Exchange Act of 1934. Defendants are Reliance and certain
of its senior officers and/or directors, Saul P. Steinberg, Robert M.
Steinberg, Howard E. Steinberg and Lowell C. Freiberg.

Contact Sherrie R. Savett, Esq., or Phyllis M. Parker, Esq., at 215-
875-3000 for further information.  


RELIANCE GROUP: S&P Ratings Continue on CreditWatch as Aug. 31 Looms
--------------------------------------------------------------------
Standard & Poor's lowered its ratings on Reliance Group Holdings Inc.
(Reliance), Reliance Life Insurance Co. and the members of the
Reliance Insurance Co. Intercompany Pool.

These ratings remain on CreditWatch, where they were placed on July
19, 2000, with negative implications.

These rating actions follow Reliance's second-quarter earnings
release, in which the company announced a pretax charge for adverse
loss reserve development in the amount of $444.2 million and the
possibility of filing for bankruptcy. The enormity of the charge,
combined with the company's inability to sell most property/casualty
insurance products, has severely weakened Reliance's ability to meet
its obligations.

Reliance has $735.1 million of debt outstanding, including $237.5
million of bank borrowings with a maturity date of Aug. 31, 2000, and
$291.7 million of senior notes due November 2000. Standard & Poor's
believes the company's ability to pay or restructure these obligations
is highly questionable given its precarious financial condition.
In effect, the holding companies, Reliance Group Holdings Inc. and
Reliance Financial Services Corp., are completely dependent on the
insurance operations to fund all obligations. Furthermore, the
insurance operations would have to secure special permission from the
Pennsylvania Department of Insurance to upstream any dividends to the
holding company; this permission is not expected.

Failure by Reliance to successfully restructure or renegotiate its
debt obligations with the banks and public debt holders could result
in a default on those obligations. In that case, Standard & Poor's
would lower its ratings on Reliance Group Holdings Inc. to 'D'.
Similarly, the financial condition of the insurance operations is such
that regulatory intervention is conceivable in the near term. Under
such a scenario, Standard & Poor's would revise its ratings on the
pool to 'R'.


RELIANT BUILDING: Proposes $838,000 Key Employee Retention Plan
---------------------------------------------------------------
Reliant Building Products, Inc., et al. seeks entry of an order
authorizing the debtors to implement an employee retention plan
whereby the debtors would propose to pay "stay put" bonuses to key
employees in order to provide an incentive for those employees to
remain employed with the debtors rather than seeking alternative
employment.

The debtors propose to pay Stay Put Bonuses in the aggregate dollar
amount of $838,685 to the 50 critical employees. In addition, the
debtors propose to pay a sliding bonus to all employees of the
Manufactured Housing Division based on the value the sale of that
division brings to the estate. If the sale or liquidation brings over
$20 million, the employees would share in a pool of $400,000. If the
sale or liquidation is for between $15 million and $20 million, the
pool would be $260,000 and the pool would drop to $200,000 if the sale
or liquidation proceeds were below $15 million.

The debtors further seek authority to forgive a $100,000 promissory
note form Thomas Seymour, Sr. Vice president of Sale and Marketing in
exchange for his agreement to stay with the debtors for 60 days
following the Petition Date, execution of a non-compete agreement and
an agreement not to hire any of the debtors' employees for at least
one year.

The Successful Completion Employee Retention Plan will apply to 61
employees. In the event of a liquidation, the debtors propose to pay
Liquidation Stay Bonuses in lieu of Successful Completion Stay
Bonuses. The debtors propose to pay sliding scale bonuses from a pool
ranging from $500,000 - in the event the liquidation brings $55
million to $65 million to $2 million in the event the liquidation
brought $125 million or more.


SAFETY-KLEEN: Completes Sale of 44% Interest in SK Europe To Electra
--------------------------------------------------------------------
As part of their overall plan to restructure their operations, Safety-
Kleen Corp. and its debtor-affiliates have focused on, among other
things, identifying and divesting themselves of underperforming or
non-core assets.  Toward this end, as previously reported in the TCR,
Safety-Kleen Corp. asked the Bankruptcy Court in Wilmington, Delaware,
for authority to sell its 44% interest in Safety-Kleen Europe Limited
to Electra European Fund LP.  

That Motion generated two objections:

Wells Fargo Bank Minnesota, National Association (f/k/a Norwest Bank
Minnesota, N.A.), as successor Indenture Trustee for $325,000,000 of 9
1/4% Senior Subordinated Notes due 2008 issued pursuant to an
Indenture dated May 29, 1998, has no objection to SK Europe, Inc.'s
sale of its 44% interest in Safety-Kleen Europe Limited to Electra
European Fund LP, and has no objection to the Debtors' receipt of
approximately $36,000,000 from the Sale. Wells Fargo, Robert J.
Rosenberg, Esq., of Latham & Watkins relates, is concerned that,
before the Debtors comingle the Sale Proceeds with other funds and
distribute 50% of the Proceeds to the Lenders, a system is in place to
account for the use of those funds by each separate Debtor entity.
Wells Fargo doesn't want to lose the ability to obtain recovery for
bondholders from specific Debtor-guarantors under the terms of the
Indenture. David S. Kurtz, Esq., lead counsel the Debtors, assured
Judge Walsh that adequate bookkeping procedures are in place to
account for money on a non-consolidated basis.

Payment of an investment banking fee to an investment banker --
$350,000 owed to Raymond James & Associates, Inc., in this particular
case -- is inappropriate unless and until that investment banker's
employment has been scrutinized under 11 U.S.C. Sec. 327 by the Court,
the U.S. Trustee and all parties-in-interest in a debotor's bankruptcy
cases, Frank J. Perch, III, Esq., an Attorney-Advisor for the Office
of the United States Trustee, asserts.  To resolve the U.S. Trustee's
Objection, Mr. Kurtz advised Judge Walsh, the Debtors will prepare,
file and prosecute a formal application to obtain authority to employ
Raymond James and pay the 1% fee Raymond James earned and Debtors owe.

Entertaining the merits of the Debtors' Motion, Judge Walsh found that
(A) the Debtors have demonstrated (i) good, sufficient, and sound
business purpose and justification and (ii) compelling circumstances
for the Sale and (B) the Debtors have demonstrated that the
transaction is an exercise of their sound business judgment, and in
the best interests of the Debtors, their estates, and their creditors.
Accordingly, Judge Walsh ruled, the Sale is Approved in all respects.
(Safety-Kleen Bankruptcy News, Issue No. 6; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


SINGER: Selling Singer Europa Stock for 36.75 million Euros
-----------------------------------------------------------
On July 19, 2000, The Singer Company N.V. et al., filed a motion with
the U.S. Bankruptcy Court for the Southern District of New York
seeking approval of various competitive bidding procedures, break-up
fee provisions, and a stock purchase agreement calling for the sale of
all the issued and outstanding stock of Singer Europa SGPS, SA to
Sociedade Portugesa De Capital De Risco, SA and Mr. Antonio Costa.

Subject to the terms of the agreement, the purchase price is 36.75
million Euros. In the event that the shares are not sold to
purchasers, but are sold to a third party offering a higher and better
bid, a "break-up" fee equal to 3% of the purchase price shall be paid
to the purchasers plus expenses.

The debtors are represented by John Wm. Butler, Jr. and Timothy R.
Pohl, Skadden, Arps, Slate, Meagher & Flom (Illinois) and Jay M.
Goffman of Skadden, Arps, Slate, Meagher & Flom (New York).


SOUTHERN MINERAL: New 7-Member Post-Confirmation Board Appointed
----------------------------------------------------------------
Southern Mineral Corporation and certain of its subsidiaries announce
that the order confirming their Second Amended Plan of Reorganization
filed May 2, 2000, as Amended, filed in the United States Bankruptcy
Court for the Southern District of Texas, Victoria Division, became
effective on August 1, 2000.

In accordance with the terms of the Plan, the company's new board is
composed of:

           * John C. Capshaw
           * Paul J. Coughlin, III
           * David E. Fite
           * Thomas R. Fuller
           * James L. Payne
           * Myron M. Sheinfeld and
           * Donald H. Wiese, Jr.

Southern Mineral Corporation is an oil and gas acquisition,
exploration and production company that owns interests in oil and gas
properties located along the Texas Gulf Coast, Canada and Ecuador. The
company's principal assets include interests in the Big Escambia Creek
field in Alabama and the Pine Creek field in Alberta, Canada.


STONE & WEBSTER: Shaw Implements New Plan By Ousting Top Executives
-------------------------------------------------------------------
Top executives of Stone & Webster, Inc., The Boston Herald reports,
were maneuvered out of their posts by The Shaw Group Inc.  Executive
VP and CEO, Richard F. Gill of Shaw, tookover Boston-based Stone &
Webster, and was later named president.  Shaw CEO James M. Bernhard
said, "We will move forward quickly and expect positive results
quickly for our entire Shaw operation."  Shaw implemented its new
plan, which lead to the corporate officers' dismissal of:

    *  H. Kerner Smith, chairman and chief executive;
    *  Peter Evans, president and chief operating officer;
    *  Thomas Langford, executive vice president and chief financial
       officer; and
    *  James Jones, general counsel;

from the design-and-construction firm.

Spokesperson Christine Noel said that prior to the officers's
dismissal, Stone & Webster sent home 30 workers.  Shaw outbid
competitors in a July Bankruptcy Court auction by paying $38 million
in cash and $105.8 million in stock for the Company.  


SUNBEAM CORP.: Appliance Maker Puts Oster on Block to Reduce Debts
------------------------------------------------------------------
Sunbeam Corp., a Boca Raton, Fl.-based maker of small consumer
appliances which faces a debt load of $2.4 billion, has put its Oster
product line on the selling block as part of its strategy to turn
itself around.  Sunbeam, whose products include Mr. Coffee coffee
makers and First Alert smoke detectors, reported a second quarter loss
from operations of $54 million on a 7.8% decline in sales--to $610
million.  The loss, wider than expected, is Sunbeam's tenth-straight
quarterly loss. (New Generation Research, Inc., 15-Aug-2000)


TEXAS HEALTH: Committee Urges Court to Reject UST's Drop-Dead Dates
-------------------------------------------------------------------
The Official Unsecured Creditors' Committee of Texas Gealth
Enterprises, Inc., filed a response to a motion by the United Statess
Trustee for an order establishing deadlines for confirmation of plans
of reorganization, and for further relief.  The UST's motion seeks the
imposition of a timetable for confirmation of a plan of  
reorganization.  If the timetable is not met, the motion asks that the
court ordain, in advance, that a remedy be imposed and that the remedy
of choice should be dismissal.

The committee claims that this "drop-dead" timetable is not typically
imposed in Chapter 11 cases. The Committee points out that two rather
comprehensive plans have been filed, that hearing on the disclosure
statements have been continued until August 22, 2000, and that both
the debtors and the Committee are eager to see a plan confirmed as
soon as possible.

The Committee asks that if the court needs to set a deadline for a
timetable contemplating plan confirmation, to allow that deadline be
no earlier than the first available hearing date after October 31,
2000.

The committee also asks that specific remedies for failure to meet a
deadline be decided at the time of the failure, depending on the then
current facts, and not be limited to dismissal.


TREND-LINES: Case Summary and 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor:  Trend-lines, Inc.
          135 American Legion Hwy
          Revere, MA 02151

Type of Business:  Retail sale of golf supplies and power and hand
tools

Chapter 11 Petition Date:  August 11, 2000

Court:  District of Massachusetts

Bankruptcy Case No:  00-15431

Debtor's Counsel:  D. Ethan Jeffery, Esq.
                    Hanify & King, Professional Corporation
                    One Federal Street 13th Floor
                    Boston, MA 02110
                    (617) 423-0400

Total Assets:  $ 176,410,244
Total Debts :  $ 148,921,792

20 Largest Unsecured Creditors:

Porter-Cable
P.O. Box 91224
Chicago, IL 60693                 $ 11,360,707

Delta Intl. Machinery Corp
P.O. Box 640388
Pittsburg, PA 15264-0388           $ 4,637,751

Taylor Made-Adidas Golf
5545 Fermi Court
Carlsbad, CA 92008                 $ 4,246,292

Stanley Black
135 American Legion Hwy
Revere, MA 02151                   $ 3,500,000

Jet Equipment & Tools
P.O. Box 1937
Auburn, WA 98071-1937              $ 1,923,389

Makita USA Inc.
P.O. Box 5330
F.D.R. Station
New York, NY 10150-5330            $ 1,747,723

Callaway Golf
2285 Rutherford Rd
Carlsbad, CA 92008-8815            $ 1,653,296

Black & Decker (US) Inc.
Dept. 198947
Atlanta, GA 30364-6947             $ 1,285,387

Adams Golf
P.O. Box 842002
Dallas, TX 75284                   $ 1,108,376

Nike USA Inc.
P.O. Box 281829
Atlanta, GA 30384-1829               $ 625,580

Foot Joy
21802 Network Place
Chicago, IL 60673-1218               $ 609,407

S-B Power Tool Co.
P.O. Box Dept 0292
Chicago, IL 60673-0292               $ 565,574

Spalding Sports Worlwide
P.O. Box 96811
Chicago, IL 60693                    $ 428,618

Titleist and Foot-Joy
   Worldwide
21788 Network Place
Chicago, IL 60673-1217               $ 352,218

Milwaukee Electronic
   Tool Corp
P.O. Box 689701
Milwaukee, WI 53268-9701             $ 348,231

Dingley Press
119 Lisbon Street
Lisbon, ME 04250                     $ 319,441

Panasonic Company
P.O. Box 13853
Home & Commercial Prod.
Newark, NJ 07188-0853                $ 276,795

Red Stone
P.O. Box 60576
Charlotte, NC 26260                  $ 252,956

Macgregor Golf Co                    $ 204,999

Jesada Tools                         $ 201,148


TRI VALLEY GROWERS: Final Order Approving Postpetition Financing
----------------------------------------------------------------
The Bankruptcy Court for the Northern District of California entered a
final order on July 28, 2000 approving post-petition financing and
authorizing use of cash collateral for Tri Valley Growers.

The post-petition financing is provided by certain financial
institutions, each of which is a party to that certain Loan and
Security Agreement dated July 13, 2000.  The Lenders' agent is Bank of
America, NA.  The Lenders providing the financing are Bank of America,
NA, BankBoston NA, General Electric Capital Corporation, Harris Trust
and Savings Bank, LaSalle National Bank, Mellon Bank, IBJ Whitehall
Business Credit Corporation, GMAC Commercial Credit LLC, PNC Bank,
NA, Foothill Capital Corporation, The Provident Bank, National City
Commercial Finance Inc.

The Lenders agree to make available a revolving credit facility in an
amount not to exceed $100,940,276.


WASTE MANAGEMENT: Completes $200MM Sale Of BioGro To Synagro
------------------------------------------------------------
Waste Management Inc. (NYSE:WMI) announced that its subsidiary has
completed the sale of its BioGro operations to Synagro Technologies
Inc. (Nasdaq:SYGR) for approximately $200 million in cash and assumed
debt. The transaction announced today stems from Waste Management's
strategy to re-focus the Company on its North American solid waste
operations. The Company noted that this sale brings the total proceeds
received in 2000 from this divestiture program to approximately $1.3
billion.

Waste Management subsidiaries are in discussions with other parties on
the divestitures of certain other international businesses, as well as
certain non-core and non-integrated solid waste assets in North
America. The Company intends to use the proceeds of these divestitures
primarily to reduce debt and to make selective tuck-in acquisitions of
solid waste businesses in North America.

Waste Management Inc. is its industry's leading provider of
comprehensive waste management services. Based in Houston, the Company
serves municipal, commercial, industrial and residential customers
throughout the United States, and in Canada, Puerto Rico and Mexico.


WASTE MANAGEMENT: Declares Cash Dividend Payable To Stockholders
----------------------------------------------------------------
Waste Management Inc. (NYSE:WMI) announced the declaration of an
annual cash dividend of $0.01 per share payable October 16, 2000 to
stockholders of record on September 30, 2000.

Waste Management Inc. is its industry's leading provider of
comprehensive waste management services. Based in Houston, the Company
serves municipal, commercial, industrial and residential customers
throughout the United States, and in Canada, Puerto Rico and Mexico.


WORTHINGTON: Moody's Places Debt Ratings On Review For Downgrade
----------------------------------------------------------------
Moody's Investors Service placed the debt ratings of Worthington
Industries, Inc. on review for possible downgrade. Moody's action
follows Worthington's announcement of an agreement to acquire the
assets of Metal Tech, Nex Tech and Galv Tech (The Techs), three
independent galvanizers with a combined annual capacity of
approximately 1 million tons per year, in an all-cash transaction
valued at $300 million. Worthington will not assume any debt in the
transaction, but the purchase price could increase by as much as $40
million over the next three years, contingent upon processing margins.

Ratings placed under review for possible downgrade are:

    * Worthington Industries, Inc. --- senior unsecured notes and      
       senior unsecured credit facility rated Baa1

Acquisition of The Techs will augment Worthington's capabilities in a
value-added industry segment, while significantly increasing leverage.
Moody's review will consider the strategic and operational benefits
accruing to Worthington as a result of the acquisition, as well as the
company's targeted capital structure. Initial estimates suggest that
debt protection measures will weaken materially as a result of the
transaction, which is expected to close in September. However, the
company's rating is expected to remain in the investment grade
category.

Worthington Industries, headquartered in Columbus, Ohio, is a leading
national producer of processed steel products. Sales totaled
approximately $2 billion in fiscal year (May) 2000.


WORTHINGTON: S&P Places Sr. Debt On CreditWatch With Negative Outlook
---------------------------------------------------------------------
Standard & Poor's placed the `BBB' corporate credit, senior debt, and
bank loan ratings of Worthington Industries Inc. on CreditWatch with
negative implications.

This action follows the company's announcement that it has signed a
letter of intent to acquire the assets of MetalTech, NexTech, and
GalvTech, three unrated limited partnerships, for $300 million in cash
plus up to $40 million of additional consideration over three years,
depending on realized selling prices and raw material costs. This
transaction is subject to approval by Worthington's board of directors
and is expected to close in September, subject to the expiration of
applicable waiting periods under the Hart-Scott Rodino Antitrust
Improvement Act.

Standard & Poor's views this proposed transaction as marking a shift
by Worthington to a less conservative financial policy than previously
assumed. Worthington's debt leverage will increase significantly, with
total debt to capitalization rising to the mid-50% area, from about
44% presently. Moreover, management has not ruled out the possibility
of additional debt-financed acquisitions to realize management's
ambitious target of average annual earnings per share growth of 15%.

The businesses Worthington is seeking to acquire have been
consistently profitable and would extend its focus on value-added
metals processing by doubling its steel galvanizing capacity.
Standard & Poor's will monitor developments concerning the proposed
acquisitions. In conjunction with its review, Standard & Poor's will
also meet with management to review the company's growth strategy and
financial policies. The rating is unlikely to be lowered to below
investment grade, Standard & Poor's said. -- CreditWire

RATINGS PLACED ON CREDITWATCH WITH NEGATIVE IMPLICATIONS:

    * Worthington Industries Inc.                         

        a) Corporate credit rating 'BBB'

        b) Senior unsecured debt 'BBB'

        c) Senior unsecured shelf debt (prelim) 'BBB'

        d) Bank loan rating 'BBB'


                              *********


A list of Meetings, Conferences and seminars appears in each Tuesday's
edition of the TCR.  Submissions about insolvency-related conferences
are encouraged.

Bond pricing, appearing in each Friday's edition of the TCR, is
provided by DLS Capital Partners in Dallas, Texas.

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



                               *********

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

Troubled Company Reporter is a daily newsletter, co-published by
Bankruptcy Creditors' Service, Inc., Trenton, NJ, and Beard Group,
Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler, Ronald Ladia,
Zenar Andal, and Grace Samson, Editors.

Copyright 2000. 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 $575 for six 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 301/951-6400.

                     * * * End of Transmission * * *