In a letter sent to the government last week, foreign creditors expressed unhappiness about the plans, saying they did not deal with its overseas debt or offshore units.

The letter to the Corporate Restructuring Coordination Committee (CRCC), obtained by Reuters, also complained that foreign bankers were not getting enough cooperation from Daewoo or its local creditors.

"We'll see if we can incorporate their comments into theworkout plans," said an official at the CRCC who is working with Daewoo's domestic creditors on the Daewoo workout plans. He did not want to be identified. Foreign creditors argue that they lent to Daewoo's overseas subsidiaries on the basis of guarantees from the group and particularly from its flagship trading arm, Daewoo Corp.

"We are considering options on the guaranteed portion,"said the official at the CRCC. "We understand that the foreign creditors lent to the overseas subsidiaries based on a guarantee from Daewoo Corp."

But Daewoo Corp is the most crippled of all the units in Daewoo Group, once Korea's second-largest conglomerate boasting assets worth some 76 trillion won ($64 billion) as of end-1998. Daewoo Corp's liabilities exceed its assets by 14.5 trillion won.

Fears are growing that some foreign creditors will take legal action overseas to recover their loans, including putting liens on the Daewoo parent company that guaranteed their loans.

Daewoo Corp alone has 44 overseas subsidiaries.That has raised the nightmarish possibility that the restructuring plans could unravel as a result, with a knock-on effect on Korea's weakened banking system.

Daewoo is being dismembered at the hands of creditors who rescued the group from imminent bankruptcy last July.

"We're trying to come up with some kind of way of treating the guarantees as equally as the unsecured debt," the CRCC official said.

Daewoo's debt has been thrown into three broad categories.The principal on debt secured with collateral would be repaid over five years at interest of one percent over the Prime rate, the official said.Much of the unsecured debt would be swapped into equity in Daewoo units or into convertible bonds, with the remaining principal to be repaid over five years at the Prime rate.

Then there is the debt guaranteed by the parent company,almost all of it with Daewoo Corp.

Said a key representative of the eight-member foreign creditors steering committee that is holding talks with the CRCC and the domestic creditors: "This is all news to me."

The CRCC official said that nothing had been carved in tostone as yet.Final plans are due by next Thursday, the government and local creditors said on Wednesday. In their letter, foreign creditors warned the government they could not agree to the workouts unless those plans dealt with the overseas subsidiaries.

At the end of August, foreign creditors held $5.1 billion of the 86.8 trillion won in debts held by the 12 Daewoo units in workout. Daewoo's assets, according to the latest due diligence study, had diminished in value to 61.2 trillion. The $21.5 billion shortfall between assets and liabilities equals 5.6 percent of Korea's gross domestic product of $380 billion in 1998.

The foreign creditors said in their letter they continue"to be concerned about the lack of such transparency" in the workout process, especially after the latest debts and assets data showed such wide discrepancy from previously reported figures.