TCR_Public/000104.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
     Tuesday, January 4, 2000, Vol. 4, No. 1

AMERICAN BANKNOTE: Seeks To Appoint Claims Agent
ANESTHESIA SOLUTIONS: First Amended Disclosure Statement
BALZAC CORP: To Pay $985,000 To FirstEntertainment in Settlement
BAPTIST FOUNDATION: Committee Taps PricewaterhouseCoopers
BRUNO'S: To Emerge from Bankruptcy Without Debt

CARVER CORP: Order Confirms Plan
ELDER BEERMAN: Bennett Owns 6.5% of Outstanding Common Stock
FRUIT OF THE LOOM: Eighth Largest Public Bankruptcy of Year
FRUIT OF THE LOOM: Stock Tumbles

FRUIT OF THE LOOM: Taps Katten Muchin Zavis as Lead Counsel
GENESIS DIRECT: Sells Businesses to Private Equity Firm Fund
INCOMNET: Announces Assignment of Subsidiary's DIP Financing
INCOMNET: Reports Events Important to its Common Shareholders

KCS ENERGY: Secures New Credit Facility of Up To $190 Million
LOGAN GENERAL HOSPITAL: May Be Close to End of Bankruptcy
MERIDIAN CORP: Committee Seeks to Hire Perot Systems
NU-KOTE: Employers Insurance of Wausau Objects To Plan
PAGE AMERICA: Court Confirms Pre-packaged Liquidating Plan

PHILIP SERVICES: Wasserman Purchases 14% of Outstanding Shares
PILLOWTEX: Lenders Agree to Extension
PLANET HOLLYWOOD: To Close Beverly Hills Restaurant
ROBERD'S: Considers Selling or Closing Stores
TULTEX CORP: Payment To Critical Vendors

TULTEX CORP: Seeks To Retain Binswanger Southern
UNITED COMPANIES: Sale of Assets to Bear, Stearns for $895M
WILCOX & GIBBS: Files Revised Plan

Meetings, Conferences and Seminars


AMERICAN BANKNOTE: Seeks To Appoint Claims Agent
American Banknote Corporation will seek an order appointing
Poorman-Douglas Corporation as claims agent.  The debtor has more
than 1,000 creditors.

The debtors' plan contemplates among other things the
reorganization of ABN as a going concern; transfer of
approximately ninety percent of the equity in reorganized ABN to
the holders of the Senior Subordinated Notes and approximately
1.9% to the holders of another subordinated tranche of ABN debt;
retention by existing equity holders of approximately 7.7% of the
equity in reorganized ABN and the opportunity to obtain an
additional 5% of the equity in reorganized ABN through the
exercise of warrants; full reinstatement, or reinstatement with
certain limited covenant modifications, of ABN's other tranches
of publicly held debt; and treatment of allowed general unsecured
claims in a manner that will leave them unimpaired.

ANESTHESIA SOLUTIONS: First Amended Disclosure Statement
In submitting its First Amended Disclosure Statement, the debtor,
Anesthesia Solutions, Inc. states that this plan provides for
over $730,000 more for claimants than the competing plan filed by
National Century Financial Enterprises, Inc.  Further, the debtor
states that the competing plan would dismiss the NCFE Litigation
without any compensation to the debtor.  The debtor believes the
NCFE Litigation will contribute a minimum of $1.5 million to
claimants under the plan with a possibility that such amount may
exceed $10 million.

Treatment of Claims and Interests Under the Plan:

Class 1 -Allowed Priority Claims - Estimated at $23,000

Class 2 - Allowed Secured claims of NPF VIII. Paid in the normal
course of collecting the accounts receivable pursuant to the
terms of the Sale and Subservicing Agreement approved by the
court.  An additional Secured Claim against the debtor is
allegedly held by Provident Bank.  The claim of Provident Bank
shall be treated as a Class 3 claim.

The plan provides that Provident Bank shall receive $25,000 on
the Initial Distribution Date from the Distribution Fund.

Class 4A - Claims of Holders of Allowed General Unsecured Claims.  
The debtor estimates approximately $30,000,000. of such claims  
The are vendor claims and claims of third parties whose contracts
with the debtor have been rejected.  They will receive a pro rata
share of the total distribution to claimants.

Class 4B - all allowed unsecured claims of $500 or less and all
claims in excess of $5000 which have been reduced to $500 by the
Holder of the Claim.  All Class 4B claims will be paid in full,
on the initial distribution date.  The debtor estimates that the
cost of paying the class 4B claims, in full, will not exceed

Class 5 - Allowed interests in the debtor. Cancelled under the
plan.  On the Effective Date, new stock certificates of the
Reorganized Debtor shall be issued to Global.

In connection with the plan, the debtor will enter into an
agreement with Global Management Resources, Inc. which will
provide for, among other things, Global furnishing to the debtor
administrative, financial, accounting, marketing, management
information system, procurement, and other similar management
services.  This agreement will be substantially similar in
services provided to the management agreement currently in place
between Global and the debtor that was approved by the Bankruptcy
Court, however, Global's fee shall be reduced to $44,000.

In consideration of its contribution of $600,000 to the plan, the
reorganized debtor shall issue stock ownership to Global.  The
New Equity contribution of Global is $50,000 more than the
contribution of NCFE under the competing plan.

BALZAC CORP: To Pay $985,000 To FirstEntertainment in Settlement
FirstEntertainment Holdings Corp. (OTCBB:FTET); a fully reporting
company announced today it has reached a settlement with Balzac
Corp. worth an estimated $985,000.00.

Balzac Corporation, a worldwide manufacturer and distributor of
toys sought Chapter 11 bankruptcy protection in June of 1998,
with debts in excess of 2.5 million. In a reorganization plan
filed with the bankruptcy court in New York, in December of 1999,
they proposed to pay creditors virtually 100 cents on the
dollar. Funds will be released upon bankruptcy court approval,
which is expected this week. Included in the plan are funds owed
to First Entertainment Holdings.

FirstEntertainment Holdings Corp. who was owed $985,000.00 plus
interest, will receive approximately half of the funds now and
the balance over the course of the next 24 months.

"We are extremely pleased that we could come to this agreement
with Balzac. These funds will go a long way to helping us to
build and create new projects and ventures. Very seldom does a
company emerge from Chapter 11 and pay their creditors 100 cents
on the dollar. We appreciate the hard work that went into
this settlement process and wish Balzac much continued success,"
said Howard Stern, CEO/Chairman of First Entertainment Holdings.

Donald Spector, Chairman of Balzac Inc. continued: "This
settlement permits both companies to go forward successfully into
the New Year. We obviously look forward to the opportunity to
start with a clean slate, and wish First Entertainment only the
best in their new endeavors."

FirstEntertainment Holding Corp. is a leading Multimedia Internet
Entertainment Company with holdings in the areas of Comedy Clubs,
Broadcast Radio, Internet Entertainment, Advertising and
Marketing, and Rich Media Production.

BAPTIST FOUNDATION: Committee Taps PricewaterhouseCoopers
The Official Joint Committee of Unsecured Creditors for Baptist
Foundation of Arizona, Inc. applies for retention of
PricewaterhouseCoopers LLP as financial advisors and accountants
for the Committee, and requests the Court to enter an Order
approving this Application.  In support of this Application, the
Committee respectfully represents as follows:

It is contemplated that PricewaterhouseCoopers will render the
following financial advisory and accounting services for the

(a) Provide the Committee with advice regarding the financial
condition of the Debtors;

(b) Provide investigatory accounting work with respect to
possible fraud, misappropriation of funds, preferences, and
fraudulent conveyances;

(c) Evaluate the Debtors' plan of reorganization and disclosure
statement, develop a creditors' plan of reorganization, and
develop strategy for negotiation of reorganization alternatives;

(d) Provide analysis of major business issues facing the Debtors
and assess their impact on creditors' claims;

(e) Develop cash flow projections to evaluate liquidation and
other options;

(f) Design, implement and maintain a financial control and
monitoring system to report on the Debtors' activities;

(g) Address tax structuring options to minimize any negative tax
implications of a restructuring;

(h) Develop strategies with respect to real estate, evaluate
dispositions of real estate, and appraise and value real estate;
andi) All other financial advisory and accounting services that
may be necessary during the pendency of these Chapter 11 cases
on behalf of the Committee.

PricewaterhouseCoopers' current hourly billing rates by staff
classification are: Partner, $295; Director, $245; Manager,
$225; Senior Associate, $190; Staff Associate, $155; and
Analyst, $100.

BRUNO'S: To Emerge from Bankruptcy Without Debt
Bruno's Inc., Birmingham, Ala., announced that the Bankruptcy
Court for the District of Delaware has confirmed its plan of
reorganization and that the company will emerge from bankruptcy
this month, according to a newswire report. President and CEO
James A. Demme said that the company will emerge from bankruptcy
as a "stand-alone, debt-free" company and that "Despite our
chapter 11 status this past year, we managed to refurbish 16 of
our stores and acquire three new stores in Alabama." The plan
provides for substantially all Bruno's assets to be transferred
to a newly created corporation named Bruno's Supermarkets Inc.,
which will be owned by the financial institutions that held
Bruno's senior debt. No single financial institution will own a
controlling share of the new company. Bruno's operates 152
supermarkets in Alabama, Georgia, Florida and Mississippi. (ABI

CARVER CORP: Order Confirms Plan
The US Bankruptcy Court fort he Western District of Washington
entered an order confirming the plan on December 17, 1999.

ELDER BEERMAN: Bennett Owns 6.5% of Outstanding Common Stock
James D. Bennett beneficially owns 971,200 shares of common stock
in Elder Beerman Stores Corporation and does so through shared
voting and dispositive powers.  The shares held represent 6.5% of
the outstanding common stock of Elder Beerman Stores.

The shares which Mr. Bennett is deemed to beneficially own are
held on behalf of certain investment entities over which Mr.
Bennett has investment discretion. The 971,200 shares were
purchased in open market transactions at an aggregate cost of
$6,803,197.  The funds for the purchase of the shares came from
each investment entity's own funds.  No leverage was used to
purchase any of the shares.

Debtor Affiliates:
Fruit of the Loom, Ltd.
NWI Land Management Corp.
Union Underwear Co., Inc.
Aliceville Cotton Mill, Inc.
Fruit of the Loom Arkansas, Inc.
The B.V.D. Licensing Corp.
FOL Caribbean Corp.
Fayette Cotton Mill, Inc.
Fruit of the Loom Texas, Inc.
Fruit of the Loom Caribbean, Inc.
FTL Sales Co., Inc.
Union Yarn Mills, Inc.
Greenville Manufacturing, Inc.
Winfield Cotton Mill, Inc.
Martin Mills, Inc.
Leesburg Knitting Mills, Inc.
Salem Sportswear Corp.
Rabun Apparel, Inc.
Whitmire Manufacturing, Inc.
Fruit of the Loom, Inc. (N.Y. Corp.)
PRO Player, Inc.
Gitano Fashions Ltd.
Jet Sew Technologies, Inc.
Union Sales, Inc.
Artex Manufacturing Co., Inc.
FTL Investments, Inc.
FTL Regional Sales Co., Inc.
Leesburg Yarn Mill, Inc.
Salem Sportswear, Inc.
De Kalb Knitting Corp.
Fruit of the Loom Trading Co.
FTL Systems, Inc.
Sherman Warehouse Corp.

200 West Madison Street,
Suite 2700
Chicago, IL 60606

Petition Date: December 29, 1999                  
Chapter: 11

Court: District of Delaware                             
Judge: Peter J. Walsh

Debtor's Counsel: Norman L. Pernick
                  Saul, Ewing, Remick & Saul, LLP
                  222 Delaware Avenue, Suite 1200
                  Wilmington, Delaware 19801

Total Assets: More than $ 100,000,000
Total Debts: More than $ 100,000,000

FRUIT OF THE LOOM: Eighth Largest Public Bankruptcy of Year
Fruit of the Loom Inc., which filed for chapter 11 protection
last week in the District of Delaware, represents the eight
largest bankruptcy of 1999, according to, a
web site which is a division of New Generation Research. Fruit of
the Loom listed $2.29 billion in assets in its latest annual
report and follows several other textiles and apparel companies
that filed chapter 11 last year, including Tultex, Pluma,
Forstmann, Brazos Sportswear and Starter Corp. According to, the largest U.S. public bankruptcies of 1999
are Loewen Group Intl. (funeral services), Iridium LLC/Capital
Corp. (wireless communications), Harnischfeger Industries Inc.
(surface mining equipment), ICO Global Communications (wireless
communications), Sun Healthcare Group Inc. (medical services),
First Plus Financial Group Inc. (consumer financing), Semi-Tech
Corp. (consumer durables), Fruit of the Loom Inc. (underwear and
t-shirts), TransAmerican Energy Corp. (natural gas), MedPartners
Provider Network Inc. (pharmaceuticals),Vencor Inc. (health care
services), Breed Technologies (auto protection systems), Wilshire
Financial Services (mortgage financing), Service Merchandise Co.
(retail merchandise), Hechinger Co. (home improvement/garden) and
Penn Traffic Co. (food distribution). The company's annual
ranking is based on assets listed in each company's annual report
prior to the filing of the bankruptcy petition.

FRUIT OF THE LOOM: Stock Tumbles
Fruit of the Loom's stock, which traded at $44 a share less than
three years ago, tumbled to less than a dollar last Thursday in a
wave of selling responding to its Chapter 11 bankruptcy filing.

The underwear and apparel maker has been rocked by a series of
management missteps and operations foul-ups, culminating in
Wednesday's announcement. It said in a court filing in
Wilmington, Del., that it had $2.35 billion in assets and $2.4
billion in liabilities.

When trading in the stock resumed Thursday after being halted for
all of Wednesday's session due to the news, Fruit of the Loom
shares lost more than half their value in a few minutes before
recovering somewhat.

The stock plunged 25 percent for the day, losing 31 1/4 cents a
share to settle at 91 3/4 cents on the New York Stock Exchange.
It's down 93 percent from its 52-week high of $13.75 a share.

Despite Fruit of the Loom's woes, it retains strong recognition
for its brand names, which include Fruit of the Loom, BVD,
Gitano, Best and Screen Stars as well as licensed brands
Munsingwear and Wilson. It has an estimated 32 percent share of
the U.S. market for men and boys' underwear, trailing only Sara
Lee Corp.'s Hanes unit.

FRUIT OF THE LOOM: Taps Katten Muchin Zavis as Lead Counsel
The Debtors sought and obtained Bankruptcy Court authority to
employ the law firm of Katten Muchin Zavis as their lead counsel
in these chapter 11 cases pursuant to 11 U.S.C. Sec. 327(a).  
Specifically, KMZ will:

(a) advise the Debtors of their rights, powers, and duties as
debtors and debtors-in-possession;

(b) advise the Debtors concerning, and assisting in the
negotiation and documentation of, financing agreements, debt
restructurings, cash collateral arrangements, and related

(c) review the nature and validity of liens asserted against the
property of the Debtors and advise the Debtors concerning the
enforceability of such liens;

(d) advise the Debtors concerning the actions that they might
take to collect and recover property for the benefit of the
Debtors' estate;

(e) prepare on behalf of the Debtors all necessary and
appropriate applications, motions, pleadings, draft orders,
notices, schedules, and other documents, and reviewing all
financial and other reports to be filed in these chapter 11

(f) advise the Debtors concerning, and preparing responses to,
applications, motions, pleadings, notices, and other papers that
may be filed and served in these chapter 11 cases;

(g) counseling the Debtors in connection with the formulation,
negotiation, and promulgation of plans of reorganization and
related documents; and

(h) performing all other legal services for and on behalf of the
Debtors that may be necessary or appropriate in the
administration of these chapter 11 cases and the reorganization
of the Debtors' business, including advising and assisting the
Debtors with respect to debt restructurings, stock or asset
dispositions, claim analysis and disputes, and legal issues
involving general corporate, bankruptcy, environmental, labor,
employee benefits, securities, tax, finance, real estate and
litigation matters.  

KMZ will bill the Debtors at its customary hourly billing rates
which range from $425 per hour for partners to $150 per hour for

KMZ received a $2,900,000 retainer prior to the Petition Date in
contemplation of these chapter 11 cases and for other
pre-petition legal services.  Of that amount, $517,649 remains.  

Prior to the Petition Date, KMZ represented William F. Farley,
the Debtors' current chairman of the Board of Directors and
former CEO, on various matters, including the $65,000,000
loan from NationsBank, N.A. and Credit Suisse First Boston to Mr.
Farley that is guaranteed by the Debtors.   Additionally, KMZ
represented Farley, Inc., as special counsel, in its 1992
bankruptcy proceeding.  Mr. Thomas further relates that two KMZ
partners, Allan Muchin, Esq., and Howard Lanznar, Esq., have
acted as general corporate counsel for Fruit of the Loom for many
years; although they have attended most every board meeting
over the past few years, neither serves as an officer or
director.  (Fruit of the Loom Bankruptcy News Issue 2; Bankruptcy
Creditors' Service Inc.)

GENESIS DIRECT: Sells Businesses to Private Equity Firm Fund
Genesis Direct Inc. announced last week that its, The
Voyager's Collection and The Edge Company Catalog businesses will
be sold to GE Investment Private Placement Partners II, a
private equity firm fund which was the highest bidder at a
bankruptcy auction held in the Southern District of New Jersey on
Dec. 14 and Dec. 17, according to a newswire report. The
investment fund will buy the assets of and The
Voyager's Collection for $7.7 million and the assets of the Edge
Company Catalog for $2.6 million, plus the assumption of certain
liabilities up to $400,000. The transactions are expected to
close this month. (ABI 03-Jan-00)

After months of haggling, attorneys for Doctors Community
Healthcare Inc., Scottsdale, Ariz., and Greater Southeast
Community Hospital in Washington completed documents to sell the
bankrupt facility to the privately held hospital chain, The
Washington Post reported. There are no layoffs planned, so some
900 jobs are preserved, and 100,000 residents in the District's
Ward 8, which includes some of the poorest neighborhoods in the
city, will not have to travel long distances for emergency care.
If the agreement has not been reached by Dec. 31, the hospital
would not have had the cash to operate over the holiday weekend.
(ABI 03-Jan-00)

INCOMNET: Announces Assignment of Subsidiary's DIP Financing
Incomnet Inc. (ICNTE) and its wholly owned subsidiary, Incomnet
Communications Corp., an Orange County based sales and marketing
company providing innovative cost-saving communications and
internet related services, Monday announced certain important

As previously announced, on Sept. 2, 1999, Incomnet and its
wholly owned subsidiary Incomnet Communications Corp. each filed
for voluntary petitions for protection under Chapter 11 of the
Federal Bankruptcy Code in the United States Bankruptcy Court for
the Central District of California, Santa Ana Division.

Incomnet Communications Corp. (ICC) received court approval for
the assignment of ICC's debtor-in-possession financing from
Foothill Capital Corp. ("Foothill") to Ironwood Telecom LLP
("Ironwood"), Incomnet Inc.'s largest secured creditor.

ICC will be obligated under substantially the same financing
terms with Ironwood as it was with Foothill. The assumption by
Ironwood allows ICC more time to execute its reorganization
efforts in the coming months.

George Blanco, ICC's Chief Operating Officer, said, "Foothill has
been a very important partner in ICC's reorganization efforts. We
have maintained a very positive relationship with Foothill and
greatly appreciate their spirit of cooperation and support during
this process."

Incomnet and ICC each received court approval to extend to Jan.
31, 2000 their respective deadlines for filing each company's own
plan of reorganization with the bankruptcy court. Blanco said,
"The extension will allow Incomnet Inc.'s and ICC's senior
management additional time to develop appropriate reorganization
or other plans for Incomnet Inc. and ICC."

INCOMNET: Reports Events Important to its Common Shareholders
Incomnet, Inc. (ICNTE), the parent company of Incomnet
Communications Corp., an Orange County based sales and marketing
company providing innovative cost-saving communications and
internet related services, Monday announced events important to
its common shareholders.

As previously announced, on Sept. 2, 1999, Incomnet and its
wholly owned subsidiary Incomnet Communications Corp. each filed
for voluntary petitions for protection under Chapter 11 of the
Federal Bankruptcy Code in the United States Bankruptcy Court for
the Central District of California, Santa Ana Division.

On Sept. 3, 1999, Incomnet's shares of common stock, which traded
under the symbol ICNTE, were de-listed from the Nasdaq SmallCap
Market. This action was taken as a result of Incomnet Inc.'s
failure to meet the net tangible assets and filing requirements
as stated in marketplace Rules 4310(c)(02) and 4310(c)(14).

Management does not anticipate that Incomnet's shares of common
stock will be re-listed.

As a result of Incomnet's Chapter 11 reorganization proceedings,
management anticipates that shareholders of Incomnet (ICNTE) will
receive no value for Incomnet common shares. Management also
believes that members of the class action lawsuit will receive
nothing from their previous settlement agreement.

Although a final determination has not yet been made, it is
management's opinion that after all secured and unsecured
creditors have settled with Incomnet in accordance with the
Chapter 11 proceedings, no residual value will be left for
Incomnet shareholders or class action members.

Incomnet had net sales of $7.9 million (unaudited) and $7.7
million (unaudited) for the second and third quarters ended June
30, 1999 and Sept. 30, 1999, respectively. The decrease in
revenues is primarily due to a decline in ICC subscribers and
long distance rates charged to customers in the highly
competitive telecommunications market. Through September, 1999,
Incomnet continued incurring significant net losses (unaudited).

KCS ENERGY: Secures New Credit Facility of Up To $190 Million
According to a story in Bank Loan Report on January 03, 2000,
KCS Energy Inc. said on Dec. 28 that it has secured a new
credit facility of up to $190 million from its lenders. The
company says it plans to file for bankruptcy protection by Jan.

The Texas-based gas and oil company is still negotiating the
terms of the senior secured credit facility that will replace two
existing bank facilities. Details on the deal are not yet
available, but the company said it must finalize the terms by
Jan. 15 under a restructuring agreement with creditors.

KCS' bank group consists of Canadian Imperial Bank of Commerce,
Bank One, BankAmerica, Comerica Bank, Den Norske Bank and General
Electric Capital Corp.

According to a company statement, the new credit facility will
reduce KCS's debt-to-EBITDA ratio down to two times, which is
required for the company to incur additional indebtedness until
March 31, 2001.

Also in the agreement, the company is restructuring more than
two-thirds of its 8.875% senior subordinated notes due Jan. 15,
2008, and a majority of its 11% senior notes due Jan. 15, 2003.

KCS is one of several energy companies that were hit hard by low
oil prices of national gas and crude oil during 1998. The company
entered into its first forbearance agreement on May 18, 1999,
when it asked that lenders refrain from exercising their rights
until July 1, 1999. Subsequently, on July 7 these lenders reduced
KCS's borrowing base to $91 million from $165 million. However,
KCS's principal amount outstanding under the bank loans on June
30 was $126.7 million, which meant that the company needed to
come up with a lump sum payment of $35.7 million.

Unable to make the payment, new forbearance agreements were
entered to on July 26 and creditors were refrained from
exercising their rights until Oct. 5. That date was later
extended to Dec.3, and then again to March 2, 2000.Under the
latest agreement, lenders did not waive the payment default but
rescinded their declaration that all amounts outstanding under
the credit facilities are immediately due and payable, and
effectively waved the default rate of interest. Houston, Texas-
based KCS Energy engages in the acquisition, exploration,
development and production of natural gas and crude oil with
operations in the mid-continent and Gulf Coast regions.

The company's EBITDA in 1998 were $83.7 million, whereas its
total liabilities at the end of September 1999 were $437 million,
although none of which was long-term debt.

LOGAN GENERAL HOSPITAL: May Be Close to End of Bankruptcy
Logan General Hospital in West Virginia may be about to emerge
from bankruptcy, according to a newswire report. A new
reorganization plan is to be filed this month. Logan General has
approved an affiliation with Genesis Health Systems, an
association it hopes will satisfy certain requirements
set forth by the bankruptcy court. Logan officials say Genesis
has agreed to guarantee an $18 million loan, which, with the
support of the hospital's major creditors, will enable the
hospital to submit its reorganization plan.

MERIDIAN CORP: Committee Seeks to Hire Perot Systems
The Official Committee of Unsecured Creditors seeks approval to
engage Perot Systems Corporation to perform various information
technology consulting services with respect to the debtors'
information technology systems on the terms and conditions set
forth in the Engagement Letter.

The engagement of the firm is essential to the Committee in
developing its proposal relating to the debtors' data and data
processing equipment and participating in the plan process.

NU-KOTE: Employers Insurance of Wausau Objects To Plan
Accoring to Employers Insurance of Wausau, the disclosure
Statement for the joint plan for reorganization of Nu-Kote fails
to disclose what is really happening to the creditors.  According
to Wausau the part of the plan describing alternatives in which
Richmont will be the successful bidder appears to be a sham in
light of the $3 million cap.  According to Wausau, the occurrence
of a Trust Triggering Event is virtually certain in light of the
cap.  Wausau also objects stating that the plan violates the
classification rules with respect to subrogation claims of
Wausau, and that the plan violates Section 1124 in failing to
indicated whether Wausau's subrogation rights are intended to be

Wausau objects to the liquidation analysis in the Disclosure
Statement and provides many examples of the inadequacy of the
Disclosure Statement.  Wausau states that the Lenders seem to be
requesting that other unsecured creditors vote in favor of a plan
in which they would receive less than one cent on the dollar.

PAGE AMERICA: Court Confirms Pre-packaged Liquidating Plan
The Bankruptcy Court for the Southern District of New York
confirmed the pre-packaged liquidating chapter 11 plan for Page
America Group Inc. and its wholly-owned subsidiaries on Dec.
21, the company announced last week. Per the plan, the company
will be dissolved and liquidated, and holders of subordinated
notes, Series One preferred stock and common stock will receive
distribution of the assets. Page America previously provided
paging, messaging and information products and services through
networks it owned and operated as radio common carriers under
licenses from the Federal Communications Commission. The New York
office of Stroock & Stroock & Lavan LLP represented the company
in its filing.

PHILIP SERVICES: Wasserman Purchases 14% of Outstanding Shares
Jack Gumpert Wasserman has purchased 18,455,20 shares of common
stock in Philip Services Corporation, over which he exercises
sole voting and dispositive power.  The shares held represent
14.07% of the outstanding shares of Philip Services.

Mr. Wasserman is a partner in the New York City law firm of
Wasserman, Schneider, Babb and Reed.

On October 27, 1999, Mr. Wasserman and High River Limited
Partnership entered into a letter agreement, in which he
purchased from High River s 18,455,200 shares for an aggregate
purchase price of $1,500,000.  The source of funding for the
purchase was from his own personal funds and a $1,200,000
promissory note Mr. Wasserman gave in favor of High River.

Mr. Wassrman indicates he has purchased the shares for investment
purposes and, in that connection, he hopes to meet with the
management of Philip Services from time to time to learn about
the affairs of the  company.  Depending on market conditions and
other factors, Mr. Wasserman may acquire additional shares of the
company as he deems appropriate, whether in open market
purchases, privately negotiated transactions or otherwise.  He
also is reserving the right to dispose of some or all of his
shares in the open market, in privately negotiated
transactions to third parties or otherwise.

PILLOWTEX: Lenders Agree to Extension
Pillowtex Corporation announces that its senior lenders
unanimously agreed to extend to February 15, 2000 the expiration
date of its temporary waiver of compliance with certain
provisions of its Senior Credit Agreement. The waiver agreement
also included certain amendments to the Senior Credit
Agreement, principally related to cash management (including a
prohibition of cash dividends on capital stock), collateral
arrangements, adjustments to restrictive covenants and uses of
proceeds from the revolving credit portion of the Senior Credit

"The waiver period should be sufficient to enable the company and
its senior lenders to negotiate a mutually satisfactory permanent
amendment to the Senior Credit Agreement prior to the expiration
of the waiver," management said. Pending the negotiation of that
amendment, the company has re-classified its long-term bank debt
as a current liability as of the end of the third quarter, but
said it expects that debt to be re-classified as long-term debt
before the company's 1999 fiscal year-end audit report is

Management reported that the company reduced its inventories by
$48.3 million in the third fiscal quarter and continues to make
progress on inventory reduction and has taken certain initiatives
to improve its accounts receivable collection process. "The
company has made significant progress in the operation of its
recently installed management information systems in the
manufacturing area," management said, but noted that "improved,
but still unacceptable, system response and turnaround times
continue to cause delays in the timely processing of financial
data. Timely solutions to these high priority issues are the
focus of intense management attention."

The company also reported that it posted record gross sales for
the month of October of $183.6 million, up $29.7 million, or
19.3% over October 1998 gross sales.

Management also said that, "After a thorough review of all of the
adverse effects of the management information systems conversion
implemented throughout fiscal year 1999, done in an effort to
assure the production of more current and reliable financial
information in the future, the company expects to charge to
fourth fiscal quarter earnings certain appropriate non-cash
provisions for accounts receivable reconciliation, markdowns of
excess inventory, unabsorbed manufacturing overhead attributable
to certain operations being idled to reduce inventory, a final
systems conversion project at the end of this fiscal year, and
various other matters. These provisions, among other things, will
result in a loss for the fourth fiscal quarter, expected to be
comparable to the loss incurred in the third fiscal quarter, and
a loss for the 1999 fiscal year as a whole. However, these
actions should establish a solid foundation for a return to
profitable operations in fiscal year 2000."

Separately, the company reported that, contrary to various rumors
of which it has become aware, it continues to manufacture
products for Ralph Lauren under a licensing agreement which
expires in mid-year 2001, and expects no change in that status in
the interim. All of the company's licensing agreements are
subject to renewal or cancellation upon expiration.

Pillowtex Corporation, with annualized sales in excess of $1.5
billion, markets and manufactures home furnishings for the
bedroom and bathroom under such industry leading brand names as
ROYAL VELVET BIG and SOFT. In addition, the Company also produces
products under the licensed names of RALPH LAUREN and WAVERLY.
Pillowtex Corporation operates a network of manufacturing and
distribution facilities in the U.S. and Canada with approximately
14,000 employees.

PLANET HOLLYWOOD: To Close Beverly Hills Restaurant
Plant Hollywood International Inc. will close its high-profile
Beverly Hills restaurant near the intersection of Rodeo Drive and
Wilshire Blvd. in February as it struggles to emerge from
bankruptcy, the Associated Press reported. After the closing, the
company will have only two California restaurants: one in San
Francisco and one in San Diego. The company does expect to
open other Southern California outlets in the future. The
Orlando, Fla.-based restaurant chain filed chapter 11 in October
and closed nine of its 32 outlets. Planet Hollywood said business
at the Beverly Hills restaurant was hurt by city-imposed
restrictions, including bans on late-night liquor sales, live
music and tour buses. (ABI 03-Jan-00)

ROBERD'S: Considers Selling or Closing Stores
The Atlanta Journal and Constitution reports on January 1, 2000,
that Roberds Inc., a struggling home furnishings and electronics
retailer with nine locations in metro Atlanta, is exploring its
options, including selling or closing stores.

Though no specific decisions have been made, the Dayton, Ohio-
based company has hired Deloitte Consulting LLC for the second
time in two years to help it regroup.

Metro Atlanta is the chain's biggest market. Roberds had plans to
add at least three new stores in 2000. But expansion plans for
Atlanta and other parts of the chain are now uncertain.

Roberds could either reduce or eliminate some product lines, shut
down locations or markets, or reorganize under Chapter 11
bankruptcy protection. The retailer also is entertaining offers
on some or all of its locations. At least one outside party has
expressed an interest.

The news comes on the heels of several difficult quarters for
Roberds, which lost nearly half its market value Friday.

Though the retailer appeared to be recovering earlier this year,
it hasn't made a profit since late 1997. Poor companywide sales
in October and November at stores open at least a year left the
company in worse shape financially.

"Sales in Atlanta are down this year," Roberds President Robert
Wilson said. "I think there is a more competitive environment,
but I don't have any hard data on what the impact may be."

Some of Roberds' rivals include Best Buy, Circuit City and
Atlanta-based Haverty's. But in recent years, the company also
has had to contend with the expansion of Target and Rooms to Go.

Roberds, which went public in 1993, operates 24 stores in four
states. The 28-year-old company made its move into metro Atlanta
in 1979 with a store in Norcross. A store in Decatur closed in
1997, leaving the retailer with its nine area locations.

The retailer reported a net loss of $ 16 million on sales of
$319 million in 1998, compared with a net loss of $ 1 million on
sales of $ 342 million in 1997. Shares of Roberds closed at $
1.43 3/4 Friday. Shares fell 30 percent in 1999.

TULTEX CORP: Payment To Critical Vendors
The debtors, Tultex Corporation, et al. seek an order authorizing
them to pay an aggregate amount of approximately $7.4 million for
foreign creditor claims, work in process claims, trucker claims
and single source vendors' claims.

TULTEX CORP: Seeks To Retain Binswanger Southern
The debtors, Tultex Corporation, et al. seek authority to retain
and employ Binswanger Southern, Inc. as real estate agents and
brokers.  The debtors need the services of the firm to find
prospective purchasers for the various properties that Tultex is
closing, including a Service Center in Martinsville, Virginia and
a plant in Asheville, North Carolina, the two most valuable

UNITED COMPANIES: Sale of Assets to Bear, Stearns for $895M
The American Banker reports on January 3, 2000, that United
Companies Financial Corp., in Chapter 11 bankruptcy protection
since March, said last week that it has agreed to sell some
assets to a unit of Bear, Stearns & Co. for $895 million.

United, a home equity and mortgage lender, plans to sell its
mortgage servicing, whole loan portfolio, and residual interests
to EMC Mortgage Corp., which is owned by Bear Stearns.  Cash on
hand and some other assets are not included, the company said in
a statement Wednesday.

The debt-ridden Baton Rouge-based United -- which had 3,200
employees and offices in 50 states -- filed for protection from
its creditors in U.S. Bankruptcy Court in Wilmington. It listed
$1.36 billion of assets and $1.23 billion in liabilities in
bankruptcy papers.

Bear Stearns has been building up its mortgage unit. It was No. 4
in mortgage-backed bonds in the first nine months of 1999. The
firm is a leading underwriter of collateralized mortgage
obligations, or repackaged mortgage securities, selling a record
$295 billion of them since 1989.

The sale is subject to court sanction.

WILCOX & GIBBS: Files Revised Plan
Wilcox & Gibbs Inc., Carteret, N.J., announced that it has filed
a revised plan and disclosure statement in its chapter 11 case;
the plan has been changed from the versions filed in November,
according to a newswire report. The distributor of replacement
parts, supplies and ancillary equipment to manufacturers of
apparel and other sewn products said the revised plan provides
for the following treatment of creditors and interest holders: 1)
secured creditors are unimpaired; 2) holders of Series B Notes
and certain general unsecured creditors will receive a pro rata
share of 95 percent of the common stock of the reorganized
company; 3) general unsecured creditors, including trade
creditors, may elect to receive one of the following: a) for
claims of $1,000 or less, 40 cents for each dollar of allowed
claim, payable in cash on the effective date of the plan; b) for
larger claims, the holder may elect one of the following: cash
equal to 25 percent of the allowed claim, but not more than a
payment of $3000, or a pro rata share, together with holders of
Series B notes, of 95 percent of the common equity of the
reorganized company; and c) trade creditors may elect, instead of
the two options for general unsecured creditors, to receive 100
percent of their allowed claims in cash paid over seven years
without interest, as long as any such trade creditor provides
normal trade credit terms to the company after it emerges from
chapter 11. (ABI 03-Jan-00)

Meetings, Conferences and Seminars
January 10-15, 2000
      Bankruptcy Law C.L.E. Program
         Marriott Vail Mountain Resort, Vail, Colorado
            Contact: 1-414-228-5810

January 13-15, 2000
      Real Estate Financing Documentation:
      Coping with the New Realities
         Doubletree La Posada Resort, Scottsdale, Arizona
            Contact: 1-800-CLE-NEWS

February 24-26, 2000
      Chapter 11 Business Reorganizations
         Walt Disney World, Orlando, Florida
            Contact: 1-800-CLE-NEWS

February 27-March 1, 2000
      Norton Bankruptcy Litigation Institute I
         Olympic Park Hotel, Park City, Utah
            Contact: 1-770-535-7722

March 2-5, 2000
      1st Annual Winder Conference
         Radisson Resort Hotel, Scottsdale, Arizona
            Contact: 1-561-241-7301 or 1-213-487-7550

March 9, 2000
      Spring Seminar
         Somewhere in New Orleans, Louisiana
            Contact: 1-803-252-5646 or

March 9-10, 2000
      Healthcare Restructurings: Successful Strategies
      for Managing Distressed Finances Conference
         The Regal Knickerbocker Hotel, Chicago, Illinois
            Contact: 1-903-592-5169 or   
March 23-25, 2000
      26th Annual Southeastern Bankruptcy Law Institute
         Marriott Marquis Hotel, Atlanta, Georgia
            Contact: 1-770-451-4448

March 30-April 2, 2000
      Norton Bankruptcy Litigation Institute II
         Flamingo Hilton Hotel, Las Vegas, Nevada
            Contact: 1-770-535-7722

April 3-4, 2000
      22nd Annual Current Developments in
      Bankruptcy and Reorganization Conference
         PLI Conference Center, New York, New York
            Contact: 1-800-260-4PLI

April 5-8, 2000
      Spring Meeting
         Pointe Hilton Squaw Peak Resort
         Phoenix, Arizona
            Contact: 1-312-822-9700 or
April 6-7, 2000
      Commercial Securitization for Real Estate Lawyers
         Walt Disney World, Orlando, Florida
            Contact: 1-800-CLE-NEWS

April 10-11, 2000
      22nd Annual Current Developments in
      Bankruptcy and Reorganization Conference
         Grand Hyatt Hotel, San Francisco, California
            Contact: 1-800-260-4PLI

May 4-5, 2000
      Bankruptcy Sales & Acquisitions
         The Renaissance Stanford Court Hotel
         San Francisco, California
            Contact: 1-903-592-5169 or   

June 29-July 2, 2000
      Western Mountains Bankruptcy Law Institute
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact: 1-770-535-7722

August 14-15, 2000
      Advanced Education Workshop
         Loewes Vanderbilt Plaza, Nashville, Tennessee
            Contact: 1-312-822-9700 or
September 12-17, 2000
         Doubletree Resort, Monterrey, California
            Contact: 1-803-252-5646 or

September 21-22, 2000
      3rd Annual Conference on Corporate Reorganizations
         The Regal Knickerbocker Hotel, Chicago, Illinois
            Contact: 1-903-592-5169 or   

November 3-7, 2000
      Annual Conference
         Hyatt Regency, Baltimore, Maryland
            Contact: 1-312-822-9700 or

The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to are encouraged.           


A listing of Meetings, Conferences and Seminars appears each
Tuesday in the TCR.

Bond pricing, appearing each Friday, is supplied by DLS Capital
Partners, Dallas, Texas.  


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,  
Marlen O. Del Mar and Ronald Ladia, Editors.  

Copyright 1999.  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.

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