Total amount of scheduled dollar-denominated high-yield bond offerings is $5.62 billion

WEEK OF JAN. 20

GEORGIA-PACIFIC CORP.: $1 billion in two tranches, sizes to be determined; senior notes due 2010, non-callable, price talk 8 7/8%-9 1/8%; senior notes due 2013, non-callable for five years, price talk 9¼%-9½%; Goldman Sachs, Bank of America Securities (joint books); Rule 144A/Reg. S; to repay amounts outstanding under capital markets bridge facility; Atlanta manufacturer of tissue, packaging, paper, building products, pulp and related chemicals; roadshow started Wednesday; pricing Thursday afternoon.

ECO-BAT TECHNOLOGY LTD.: €185 million senior guaranteed notes due 2013 (B1); Credit Suisse First Boston, Salomon Smith Barney (joint books); Rule 144A/Reg. S; non-callable for five years; to finance acquisition of two recycling plants; U.K. battery recycler; roadshow starting Wednesday; price talk 10%-10¼%; pricing possibly during the week of Jan. 20.

HOUGHTON MIFFLIN CO.: $650 million in two parts: $250 million senior notes due 2011 (B2/B), non-callable for four years; $400 million senior subordinated notes due 2013 (B3/B), non-callable for five years; Goldman Sachs, CIBC World Markets, Deutsche Bank Securities (joint books), Fleet Securities (co); also $575 million credit facility led by CIBC World Markets; to help fund purchase of Houghton Mifflin from Vivendi Universal by Thomas H. Lee Partners, Blackstone Group, Bain Capital and Apax Partners; roadshow started Wednesday; expected to price by Jan. 24.

FREEPORT MCMORAN COPPER & GOLD INC.: $250 million senior notes due 2010 (B3/B-); JP Morgan, Merrill Lynch, UBS Warburg (joint books); Rule 144A/Reg. S; non-callable for four years; to repay borrowings under credit facilities, which would then allow it use bank availability and available cash to redeem its series I gold-denominated preferred stock due August 1, 2003; roadshow starts Thursday; pricing Jan. 24.

PREMCOR REFINING GROUP INC.: $400 million senior notes (Fitch BB-) due 2010 non-callable for three years and 2013 non-callable for five years specific tranche amounts to be determined; Credit Suisse First Boston (books), Morgan Stanley, Deutsche Bank, Goldman Sachs, Fleet Securities; Rule 144A; also $650 million credit facility and $251 million stock offering; to finance purchase of a refinery in Memphis, Tenn. from Williams Cos., Inc. for $415 million, retire existing notes and general corporate purposes; roadshow started Tuesday; pricing late in the week of Jan. 20 or early in the week of Jan. 27.

CENTRAL GARDEN & PET CO.: $150 million senior subordinated notes due 2013 (B+); Banc of America Securities, CIBC World Markets; Rule 144A; to redeem outstanding convertible notes and repay bank debt; Lafayette, Calif. marketer and producer of products for the pet and lawn and garden supplies markets; roadshow started Jan. 15; possibly pricing late in the week of Jan. 20.

AMI SEMICONDUCTOR, INC.: $200 million senior subordinated notes due 2013 (B3/B); Credit Suisse First Boston, Lehman Brothers; Rule 144A; non-callable for five years; to refinance preferred stock and repay bank debt; Pocatello, Ida. designer and manufacturer of application-specific integrated circuits; roadshow started Wednesday; pricing late in the week of Jan. 20 or early in the week of Jan. 27.

HERBST GAMING INC.: $45 million add-on to 10¾% senior secured notes due 2008 (B); Lehman Brothers (books); Rule 144A; callable on Sept. 1, 2005 at 105.375, 102.688, par on Sept. 1, 2007 and thereafter; equity clawback until Sept. 1, 2004 for 35% at 110.75; to fund acquisition of Anchor Coin's slot route and related assets from International Gaming Technology; Las Vegas-based gaming firm; original $170 million priced Aug. 24, 2001; pricing late in the week of Jan. 20.

WEEK OF JAN. 27

ANCHOR GLASS CONTAINER: $300 million senior secured notes due 2013; Deutsche Bank Securities, Credit Suisse First Boston, Banc of America Securities; Rule 144A; non-callable for five years; to refinance debt; Tampa-based glass container company; roadshow Jan. 21-30; pricing late in the week of Jan. 27

STAR GAS PARTNERS, LP: $200 million senior notes due 2013 (B); JP Morgan (books), Wachovia Securities (joint lead), Banc of America Securities, Fleet Securities (co's); Rule 144A; non-callable for five years; to repay debt; Stamford, Conn.-based energy distributor and services provider; roadshow starts Thursday; pricing Jan. 31.

WEEK OF FEB. 3

HURRICANE HYDROCARBONS: $100 million (minimum) senior notes with intermediate maturity (five or seven years); JP Morgan (books); Rule 144A; non-callable; for capital expenses and general corporate purposes; integrated energy exploration and production company active in Kazakhstan; roadshow during the week of Jan. 27; pricing around Feb. 3.

LEGRAND, SA: $400 million and €200 million 10-year notes; Credit Suisse First Boston, Lehman Brothers (joint books), RBS (co); non-callable for five years; to partially fund LBO by Kohlberg Kravis Roberts & Co. LP and Wendel Investissement from Schneider Electric SA; Limoges, France electrical distribution and industrial control and automation services; U.S. roadshow Jan. 23-30, Europe Jan. 31-Feb. 5.

TRW AUTOMOTIVE: $1.4 billion in four parts (B+); JP Morgan, Credit Suisse First Boston, Lehman Brothers, Deutsche Bank Securities, Banc of America Securities: $1 billion dollar and euro senior notes due 2013 (non-callable for five years) and $400 million dollar and euro senior subordinated notes due 2013 (non-callable for five years); to help fund $4.725 billion acquisition of the company by the Blackstone Group; Livonia, Mich. supplier of automotive components; roadshow starts Jan. 17 in London; pricing Feb. 6.

JANUARY BUSINESS

SUN MEDIA CORP.: $200 million senior notes due 2013; Salomon Smith Barney; Rule 144A; non-callable for five years; also a C$385 million credit facility; to repay all borrowings under existing credit facilities, redeem two series of senior subordinated notes and pay a C$220 million dividend to parent Quebecor Media Inc. (of which C$150 million will ultimately be used to reduce Videotron Ltee's long-term debt); Toronto media company; roadshow will take place at Salomon Smith Barney High Yield Conference in Beaver Creek, Colo. on Jan. 21.

2003 FIRST QUARTER

CASCADES INC.: $325 million (Ba1/BB+); to refinance bank debt; also will take out a new C$500 million revolver; exchange offer led by Salomon Smith Barney; Kingsey Falls, Quebec-based manufacturer of packaging products, tissue paper and specialized fine papers; roadshow expected to start Jan. 22

DOLE FOOD CO.: Up to $450 million of bonds to help fund leveraged buyout by DHM Acquisition Co. vehicle of company chairman David H. Murdock; with up to $1.15 billion of senior secured credit facilities via Deutsche Bank, Scotia Capital and Bank of America; Westlake Village, Calif. fresh fruit, vegetables and flowers company.

TRUMP CASINO HOLDINGS, LLC/TRUMP CASINO FUNDING, INC.: $470 million mortgage notes due 2011; Credit Suisse First Boston, Deutsche Bank Securities, UBS Warburg (joint); Rule 144A; to refinance debt; gaming firm; possible January business.

LOEWS CINEPLEX THEATRES: senior subordinated notes; Rule 144A; coming with senior credit facility and IPO; IPO via Goldman Sachs, Salomon Smith Barney, Credit Suisse First Boston and Merrill Lynch; to repay debt and for general corporate purposes; motion picture exhibitor headquartered in New York City.

ON THE HORIZON

AMERIPATH INC.: new high yield issuance; Credit Suisse First Boston and Deutsche Bank; also $375 million credit facility; to help fund the merger with Amy Acquisition Corp., a corporation formed by Welsh, Carson, Anderson & Stowe to be completed before April 30, 2003. The transaction is valued at approximately $839.4 million; Riviera Beach, Fla. provider of cancer diagnostics, genomic, and related information services; anticipated first quarter of 2003.

WILLIAM LYON HOMES: $200 million senior notes due 2012 (B3); UBS Warburg (books), Salomon Smith Barney (co); registered; non-callable for five years; equity clawback; to repay debt including $71 million 12½% notes due 2003 (issued by The Presley Cos.); Newport Beach, Calif. homebuilder; will price during 2002 pending market conditions.

MERIDIAN AUTOMOTIVE SYSTEMS, INC.: $250 million senior subordinated notes due 2012; Credit Suisse First Boston; Rule 144A, non-callable for five years; concurrent with $150 million IPO; to repay outstanding indebtedness; Dearborn, Mich. auto parts supplier.

RIVERWOOD HOLDING, INC.: senior notes (B-); along with proceeds of IPO and new term loan, to repay outstanding senior notes and senior subordinated notes and part of the borrowings on its revolving credit facility; Atlanta, Ga.-based paperboard company.

DOANE PET CARE: $200 million (approximately) senior notes (B-); JP Morgan; to repay existing debt; Brentwood, Tenn.-based private pet food company.

UNITED STATES STEEL CORP.: high yield offering as part of a $650 million combination of debt securities, equity-linked securities, bank borrowings and cash balances; to help pay for its purchase of National Steel Corp. valued at $950 million; J.P. Morgan is acting as financial advisor to U.S. Steel.

ROADSHOWS

Started Jan. 14: PREMCOR REFINING GROUP INC. $400 million; Credit Suisse First Boston; Rule 144A; 7NC3 and 10NC5

Started Jan. 15: HOUGHTON MIFFLIN $650 million; Goldman Sachs, CIBC World Markets, Deutsche Bank Securities; Rule 144A; 8NC4 and 10NC5

Started Jan. 15: CENTRAL GARDEN & PET CO. $150 million; Banc of America Securities, CIBC World Markets; Rule 1444A; 10NC5

Started Jan. 15.: AMI SEMICONDUCTOR $200 million; Credit Suisse First Boston, Lehman Brothers; Rule 144A; 10NC5

Started Jan. 16: FREEPORT MCMORAN COPPER & GOLD INC. $250 million; JP Morgan, Merrill Lynch, UBS Warburg; Rule 144A/RegS; 7NC4

Started Jan. 17: TRW AUTOMOTIVE $1.4 billion; JP Morgan, Credit Suisse First Boston, Lehman Brothers, Deutsche Bank Securities, Banc of America Securities; Rule 144A 10NC5

Jan. 21-30: ANCHOR GLASS CONTAINER $300 million; Deutsche Bank Securities, Credit Suisse First Boston, Banc of America Securities; Rule 144A; 10NC5

Starts Jan. 23: STAR GAS PARTNERS, L.P. $200 million; JP Morgan, Wachovia Securities; Rule 144A; 10NC5

Jan. 23-30 in U.S., Jan. 31-Feb. 5 in Europe: LEGRAND, SA: $400 million and €200 million; Credit Suisse First Boston, Lehman Brothers; 10NC5

Expected to begin Jan. 22: CASCADES INC. $325 million

Starts week of Jan. 27: HURRICANE HYDROCARBONS $100 million (minimum); JP Morgan; Rule 144A; 5 or 7NC

Week of Jan. 20: HERBST GAMING INC. $45 million; Lehman Brothers; Rule 144A add-on

Week of Jan. 20: ECO-BAT TECHNOLOGY LTD. €185 million; Credit Suisse First Boston, Salomon Smith Barney; Rule 144A; 10NC5

RECENT SHELF FILINGS

TEEKAY SHIPPING CORP.: $500 million shelf filed Jan. 17 for common stock, preferred stock, warrants, stock purchase contracts, stock purchase units and debt securities; securities may be issued as convertibles; Nassau, Bahamas oil and petroleum transportation company will use proceeds to finance acquisitions and for general corporate purposes.

http://www.sec.gov/Archives/edgar/data/911971/000113031903000049/o08564fv3.htm

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