TCR_Public/000224.MBX   T R O U B L E D   C O M P A N Y   R E P O R T E R

     Thursday, February 24, 2000, Vol. 4, No. 38

AGRIBIOTECH INC: 2nd-Quarter Results/De-Listing of Stock
ALTIVA FINANCIAL: Annual Meeting Set For March 9
BEVERLY ENTERPRISES: Earns $.06 Per Share Diluted Before Charges
BRIGHT NOW: Chronicle Communications Reports 1st Quarter Results
BROTHERS GOURMET COFFEES: Court Enters Confirmation of Plan

CORAM RESOURCE: Seeks Extension For Use of Cash Collateral
COSTILLA ENERGY: Files Proposed Plan With Bankruptcy Court
EUROWEB INTERNATIONAL: Sale of 51% of Shares of KPN Telecom
GANTOS: Seeks To Extend Time To Assume/Reject Leases
GLOBAL OCEAN: Case Summary

GRAND UNION CO: Boston Partners Reports Holdings
HOGIL PHARMACEUTICAL: To Set Last Day To File Proofs of Interest
IPM PRODUCTS: Seeks Approval of Auction Procedures
INTERACTIVE NETWORK: Joint Venture Company Formed
JUDGE GROUP: Changes Name to

LAROCHE INDUSTRIES: Retains Chanin Capital Partners
LOEWEN: Motion For Second Extension of Exclusivity
MCDERMOTT: Moody's Places Ratings Under Review/Possible Downgrade
ONEITA INDUSTRIES: Wachovia Reports Holdings
PHILIP SERVICES: Seeks Extension of Time To Assume/Reject Leases

SERVICE MERCHANDISE: Cuts 4,800 More Jobs, Product Lines
SERVICE MERCHANDISE: Seeks To Extend Time To Assume/Reject Leases
SILICON GAMING: Increases Number of Authorized Shares
TRANSTEXAS GAS: Rebuts High River's Motion For Stay

TV FILME, INC: Files Voluntary Petition Under Chapter 11
UNIVERSAL SEISMIC: Disclosure Statement and Plan


AGRIBIOTECH INC: 2nd-Quarter Results/De-Listing of Stock
AgriBioTech Inc. (ABT) (Nasdaq:ABTXQ) today announced fiscal 2000
unaudited second-quarter results for the period ended Dec. 31,

For the second quarter ended Dec. 31, 1999, AgriBioTech reported
a net loss of $19.5 million, or 39 cents per share, on revenues
totaling $52.0 million, compared with a net loss of $10.3
million, or 26 cents per share, on sales of $ 75.9 million in the
same period last year.

On an EBITDA basis (earnings before interest expense, income
taxes, depreciation, amortization, restructuring and special
charges and extraordinary items), the company reported a negative
$13.4 million, compared with a negative $4.4 million in the
second quarter a year ago.

EBITDA is an important, cash-based measure of operating
performance, particularly in companies engaged in significant
industry consolidation through acquisitions and mergers.

Net loss for the first six months of fiscal 2000 was $23.1
million, or 47 cents per share, on sales of $125.5 million,
compared with a net loss of $9.9 million, or 25 cents per share,
on sales of$165.5 million in the same period last year. EBITDA
for the first six months of fiscal 2000 was a negative $11.9
million, compared with a positive $0.8 million for the same
period last year.

On Feb. 15, 2000, the Bankruptcy Court approved the appointment
of William A. Brandt Jr. as the company's responsible person
under Federal Rule of Bankruptcy Procedure 9001(5). As the
responsible person, Brandt will be in complete control
of the day-to-day operations.

Although Brandt will not be an officer of the company, he will
have all of the powers vested in the members of the board of
directors and officers of ABT.

To assist Brandt in fulfilling his duties as the responsible
person, the court approved the company's retention of Development
Specialists Inc. (DSI) as reorganization consultants. Brandt is a
principal of DSI.

Brandt and DSI maintain a Web site that provides a descriptive
background on the firm, its principals and their experience. This
Web site can be found at Further,
following Brandt's appointment, all of the members of the
company's board of directors and all of its officers have

Brandt, together with DSI and ABT's other professionals, have
determined that it is in the best interests of the company's
estates to sell the assets in one or more going-concern sales as
efficiently and expeditiously as possible, provided that
sufficient financing for an orderly sale process exists.

In that regard, the company is in the process of preparing a bid-
solicitation package, which will be disseminated to all parties
expressing interest in purchasing any of the company's assets.

The company anticipates that the filing of the bankruptcy case,
lack of liquidity and current absence of debtor-in-possession
financing will have an immediate negative impact on the results
of operations.

Lower revenues and net losses are anticipated for the foreseeable
future as a result of lack of adequate cash reserves to undertake
certain activities (e.g., purchase of seed for blends and mixes,
freight costs, quality testing, etc.) needed to move products to
market during this critical shipping season.

ABT is currently operating with funds supplied under interim
arrangements with its prepetition secured lenders. This interim
financing will expire on Feb. 25, 2000, at which time the company
expects to enter into a debtor-in-possession loan agreement that
is currently being negotiated with this same group of lenders.

The company is confident that the new loan agreement will be
completed and funded by the time the interim arrangements expire.

The Nasdaq National Market has determined to delist the company's
securities from the Nasdaq National Market effective with the
close of business on Feb. 18, 2000. The company has chosen not to
file an appeal.

Because of the burden on the company's remaining management and
other personnel resulting from the need to focus on
reorganization-related matters, the company has requested a
modification of reporting requirements from the Securities and
Exchange Commission.

AgriBioTech is a vertically integrated, full-service seed company
specializing in the forage and turfgrass sector, complete with
research and development of proprietary seed varieties, seed-
processing plants, and a national and international distribution
and sales network.

ALTIVA FINANCIAL: Annual Meeting Set For March 9
Altiva Financial Corporation is inviting its stockholders to the
annual meeting of the company to be held at 10:00 a.m., Eastern
Standard Time, on Thursday, March 9, 2000 at the offices of King
& Spalding, 191 Peachtree Street, Atlanta, Georgia 30303. The
matters to be considered at the meeting are described in the
formal Notice and Proxy Statement.

The company has been experiencing a cash shortage since November
1999. In order to improve its liquidity situation, it has been
actively seeking new financing and attempting to refinance some
of its currently outstanding debt. To this end, the company has
reached agreements in principle regarding (1) the raising of
additional cash through the issuance of $14,000,000 principal
amount of 12% Secured Convertible Senior Notes due 2006 to Value
Partners, Ltd. and (2) the refinancing of the company's
outstanding 12 1/2% Subordinated Notes Due 2001.

Proposals Two and Three in the Proxy Statement relate to the
issuance of shares of common stock, par value $.01, in connection
with the issuance of the Secured Notes to Value Partners, Ltd.
and the current holders of the Subordinated Notes. If the
stockholders approve Proposals Two and Three

- the company may issue shares of common stock to Value Partners
and T. Rowe Price Recovery Fund II, L.P. (through a participation
interest in the Secured Notes) which, when added to their
existing holdings, will cause them to own approximately 62% of
the shares of common stock issuable and outstanding after
consummation of the transactions described in Proposals Two and
Three; and

- the company may issue shares of common stock to the current
holders of the Subordinated Notes equivalent to 22.5% of the
shares of common stock issuable and outstanding after
consummation of the transactions described in Proposals Two and

If the transactions described in Proposals Two and Three are
approved and the maximum amount of common stock issued, the
current holders of the outstanding common stock will hold shares
representing 14.2% of the outstanding common stock.

The Proposals and Proxy Statement may be accessed at the  
Internet, free of charge.

BEVERLY ENTERPRISES: Earns $.06 Per Share Diluted Before Charges
Beverly Enterprises, Inc. (NYSE:BEV) today announced that it
earned six cents per share diluted in the fourth quarter of 1999,
before special charges and other unusual items, compared on a
similar basis to 20 cents per share diluted in the fourth quarter
of 1998.

After unusual pre-tax charges of $60,003,000 and Year 2000 (Y2K)
remediation costs of $1,730,000, there was a net loss for the
1999 fourth quarter of $ 32,594,000 (32 cents per share diluted),
compared to a net loss of $87,527,000 (86 cents per share
diluted) in the year earlier period. The 1998 fourth quarter
included unusual pre-tax charges of $168,368,000, Y2K remediation
costs of $ 5,844,000, expenses of $1,369,000 related to federal
government investigations of Medicare cost-allocation practices
and a $1,660,000 extraordinary charge, net of tax.

Revenues totaled $643,969,000 in the 1999 fourth quarter,
compared to $ 707,230,000 in the year-earlier period. The revenue
reduction reflects a 14 percent drop in Medicare per diem rates,
a one percentage-point decline in nursing home average occupancy
from the 1998 fourth quarter and continued pricing pressure on
outpatient therapy clinics by managed-care organizations.

The 1999 fourth quarter unusual pre-tax charges include:

-- $28,418,000 related to (a) restructuring of agreements with
Nationwide Health Properties, Inc. on certain leased facilities
that will result in a stronger portfolio of properties for
Beverly, (b) severance and other workforce reduction expenses,
and (c) asset impairment charges; and

-- $31,585,000 related to increased insurance reserves for
patient care and other claims liabilities, primarily related to
operations in the State of Florida.

For the full year 1999 and including the unusual fourth-quarter
items, as well as investigation costs and charges totaling
$202,447,000 related to previously announced settlements of
government Medicare investigations and Y2K remediation costs of
$12,402,000, Beverly reported a net loss of $134,647,000 ($
1.31 per share diluted) on revenues totaling $2,551,007,000.
Excluding these unusual items, Beverly's net income for full-year
1999 totaled $38,509,000 (37 cents per share diluted).

David R. Banks, Chairman and Chief Executive Officer, made the
following comments about the company's performance and outlook:

-- "The dramatic shift in Medicare payment systems, coupled with
an increasingly punitive approach to regulatory enforcement,
severely damaged the financial capabilities of several long-term
care providers, large and small, in 1999. At least ten percent of
all nursing home beds in this country are now being operated by
bankrupt providers."

-- "Our strategy has been to provide quality care in a cost-
effective operating environment. Because of this, as well as a
conservative approach to cash management, we were able to weather
the financial hardships of Medicare Prospective Payment. We
lowered capital expenditures and acquisition costs by two-thirds
from 1998 levels, while still investing $95 million - well above
the minimum level required - to maintain, improve and expand our
nursing home operations. In addition, we were able to reduce
total funded debt during 1999 by more than $125 million."

-- "Last fall's Balanced Budget Refinement Act, which restored a
portion of the deeper-than-intended cuts in Medicare spending,
should result in an increase in Medicare billings for Beverly of
about $20 million in 2000. This includes the favorable financial
impact of converting approximately 300 of our nursing homes
to the full federal rate effective January 1 of this year."

-- "During the last six months of 1999, we raised our average
nursing home occupancy by more than a full percentage point, to
87.6 percent, compared to 86.5 percent for the second quarter of
1999. Our Performance Plan for 2000 is based on a similar
increase in occupancy."

-- "The availability and cost of labor continues to be a major
operating and financial challenge. Our weighted average wage rate
for the 1999 fourth quarter was up 6.4 percent from the year-
earlier period and reflected steady increases throughout the
year, which continue into 2000. Improving recruiting, retention
and training of caregivers is a major focus for us this year."

-- "Our Plan calls for operating earnings (earnings before
interest, taxes, depreciation and amortization) to increase over
1999 levels by approximately 7 to 9 percent."

-- "Florida has become a particularly difficult environment for
even the best of nursing home operators. Industry costs per bed
in Florida for alleged patient care liability issues are nearly
eight times higher than the average in the other 49 states.
That's the result of certain plaintiff attorneys exploiting
that state's well-intentioned patient rights' laws, which provide
attorneys a strong financial incentive to bring suit. Not
surprising, half of the industry's total patient liability costs
go to lawyers."

-- "The rising cost of patient care liability in Florida is a
significant factor in the $32 million increase in insurance
reserves we booked in the 1999 fourth quarter. We will continue
to closely monitor the economics of doing business in that
deteriorating environment."

Beverly Enterprises and its operating subsidiaries comprise a
leading provider of post-acute healthcare in the United States.
They operate 561 skilled nursing facilities, as well as 37
assisted living centers, 186 outpatient clinics, and 63 home
health and hospice agencies.

BRIGHT NOW: Chronicle Communications Reports 1st Quarter Results
Chronicle Communications, Inc., (OTCBB:CRNC),
( the results of operation  
for its first quarter ending December 31, 1999.

The complete filing can be viewed at

The Company incurred operating losses of $726,000 and $172,252
for the quarters ended December 31, 1999 and 1998, respectively.
The revenues for the quarter ended December 31, 1999, compared to
the quarter ended December 30, 1998, increased by $45,086, nearly
a 9.0% increase. The increase in revenue from AmeriComp, Inc. was
offset by a decrease in revenues from Bright Now, Inc. The
recent conversion to Chapter 7 of the United States Bankruptcy
Code of Bright Now, Inc. is expected to eliminate $1,600,000 of
current liabilities. The quarter involved a significant amount of
non-recurring and non-operating charges due to acquisition cost
of AmeriComp and the disposition of RKN Enterprises,

The Company has completed the installation of its own printing
press in a new 32,000 square foot facility in Tampa, which the
company is occupying under and occupancy and purchase agreement.
upon completion of the facility acquisition, the company will
incur approximately $2,125,000 in mortgage debt. The company's
new printing press is subject to a long-term equipment loan of
approximately $ 589,000.

The Company expects the March 31, 2000 Form 10-Q and consolidated
financial statements to reflect a reduction in debt beyond that
which will be eliminated by the bankruptcy of Bright Now, Inc.
The Company has recently registered 40 million shares with the
SEC for satisfaction of minor remaining debt and for possible
acquisitions, as well as for sale for cash to improve liquidity.
The company expects to announce the re-positioning of the Company
in the business-to-business Internet space, the results of
Creative Intelligence Associates' marketing plan and name change
pending due diligence of a targeted acquisition.

BROTHERS GOURMET COFFEES: Court Enters Confirmation of Plan
On January 12, 2000, Judge Mary F. Walrath entered an order
confirming the first amended joint plan of reorganization of
Brothers Gourmet Coffees, Inc., Brothers Retail Corporation and
Brothers Coffee Bars, Inc.

The plan is not confirmed with respect to Club Foods, and the
Hearing with respect to the plan as it relates to Club Foods is
adjourned and re-set for April 7, 2000 at 9:30 AM.

CORAM RESOURCE: Seeks Extension For Use of Cash Collateral
Coram Resource Network, Inc. and Coram Independent Practice
Association, Inc. seek entry of a court order extending the
debtors' authority to use cash collateral, through and including
March 31, 2000.  Without the ability to use cash collateral, the
debtors allege that hey will suffer immediate irreparable harm
and will be unable to satisfy necessary and ongoing expenses,
including wages and employee benefits.  The debtors have already
made significant progress towards the orderly wind-down of their
operations.  However, without the use of cash collateral, the
debtors' operations will immediately cease.

COSTILLA ENERGY: Files Proposed Plan With Bankruptcy Court
Costilla Energy, Inc. reports that it has filed a proposed plan
of reorganization with the U.S. Bankruptcy Court for the Western
District of Texas, Midland Division, in accordance with Chapter
11 of the United States Bankruptcy Code. The reorganization plan,
which is subject to approval by the Bankruptcy Court, sets forth
the means for addressing claims and interests in the company.

Under the proposed plan, Costilla's existing common and preferred
stock will be cancelled and will receive no distributions.
Holders of the company's $180 million of 10 1/4 % Senior Notes
due 2006, and other unsecured creditors will receive New Common
Stock representing 100% ownership of the reorganized company.

The company's bank credit facility will be treated as a secured
claim which may be satisfied by either refinancing provided by
other parties or a renewal note with the existing bank group. Any
allowed claim related to the company's commodity hedging
contracts will be treated as a secured claim that may be paid
either by refinancing provided by other parties or through
the issuance of a renewal note by the claimant.

Consummation of the proposed plan of reorganization will require
approval of the U.S. Bankruptcy Court. There are no assurances
that the company's plan of reorganization will be approved or
when the effective date of a plan will be set. The company
intends to file a disclosure statement relating to the plan of
reorganization on or before February 29, 2000.

Costilla Energy, Inc. is an independent oil and gas company with
operations primarily in the Gulf Coast region of South Texas and
the Permian Basin of West Texas and Southeastern New Mexico.

EUROWEB INTERNATIONAL: Sale of 51% of Shares of KPN Telecom
Euroweb International Corp., a leading Central European Internet
Service Provider, announced through its Chairman, Frank R. Cohen
that its shareholders had overwhelmingly approved the sale of 51%
of its outstanding shares to KPN Telecom B.V.

Mr. Robert Genova, the company's President and CEO, said that:  
"Management appreciates its shareholders confidence and looks
forward to an exciting future with the resources that KPN makes
available to the company".

GANTOS: Seeks To Extend Time To Assume/Reject Leases
The debtor, Gantos, Inc. seeks an extension of time within which
the debtor may assume or reject unexpired leases of
nonresidential real property, for a period of 120 days, to and
including June 23, 2000.

The debtor asserts that in light of the substantial number of
unexpired leases, the debtor will be unable to make reasoned
decisions as to whether to assume or reject each such lease prior
to the expiration of the sixty-day period.  The careful analysis
of each leases will be critical to a successful reorganization of
the debtor's business.  The debtor needs substantial additional
data on the profitability of each of the various stores to allow
for an informed determination on which stores should be retained
as part of the reorganized company.  The debtor states that the
sheer volume of leases, coupled with their national scope has
resulted in a complex and time-consuming analysis process.

GLOBAL OCEAN: Case Summary
Debtor: Global Ocean Carriers Limited
        Megaron, Makedonia
        367 Syngrou Ave
        175 64 Paleo Athens, GU

Type of Business: Is an international shipping company that
conducts its business from Greece and specializes in the
ownership and operation of feeder; container vessels and dry bulk

Petition Date: February 14, 2000    Chapter 11

Court: District of Delaware   

Bankruptcy Case No.: 00-00956

Judge: Mary F. Walrath

Total Assets:  $ 92,000,000
Total Debts:  $ 178,000,000

13 Largest Unsecured Creditors

Oaktree Capital Management, LLC
Varde Partners, Inc.
AXP Variable Portfolio - Extra
High Yield Portofolio
Patridge Hill Management
Cerberus Int'l
Cerberus Partners, LP
Pequod Int'l, Ltd.
Pequod Investments, LP
Chilmark Partners
Nomura Corporate Res & Asset Mgmt
Norwest Bank, Minnesota                  $ 126,000,000
Credit Lyonnais Paris Branch              $ 52,380,000

GRAND UNION CO: Boston Partners Reports Holdings
Boston Partners Asset Management, L.P. beneficially owns
1,645,100 shares of the common stock of Grand Union Company,
exercising shared voting and dispositive powers over the stock
which represents 5.5% of the outstanding common stock of the

As sole general partner of Boston Partners Asset Management,
L.P., Boston Partners, Inc. may be deemed to own beneficially all
of the shares of common stock that Boston Partners Asset
Management, L.P. beneficially owns. As principal stockholder of
Boston Partners, Desmond John Heathwood may be deemed to own
beneficially all of the common stock that Boston Partners may
be deemed to beneficially own.

HOGIL PHARMACEUTICAL: To Set Last Day To File Proofs of Interest
The debtors, Hogil Pharmaceuticals Corp. seek court authority to
set a bar date for filing proof of pre-petition claims;
administrative claims and interests in the debtor.  The debtors
request that March 31, 2000 be fixed as the bar date for the
filing of proof of pre-petition claims, post-petition claims, and
interests in the debtor.

IPM PRODUCTS: Seeks Approval of Auction Procedures
The debtors, IPM Products Company and IPM Service Corporation
seek entry of an order approving the procedures to be employed in
connection with a proposed auction sale of substantially all of
the assets of the debtors' businesses.

The debtors request that the court schedule the date and time of
the auction sale for March 16, 2000 at 12:00 noon.  The debtors
states that the proposed auction sale is not a sub rosa plan of
reorganizing.  The auction sale simply proposes to sell all of
the debtors' assets without altering the rights of the debtors'

The minimum bids for the debtors' facilities are as follows:

Guadalajara - $6 million
Wabash - $5 million
Mini Tune - $1.5 million
Electronics - $2.5 million
Dallas - $2 million

All Units - $17 million

INTERACTIVE NETWORK: Joint Venture Company Formed
On January 31, 2000, Interactive Network Inc. consummated the
formation of a joint venture company, TWIN Entertainment Inc., to
be co-managed by the company and Two Way TV Limited under the
terms of a Joint Venture and Stock Purchase Agreement dated
December 6, 1999.  Interactive and Two Way TV currently expect
that TWIN Entertainment will develop, market and supply
digital (as well as analog) interactive and related services,
products and technology in the Territory, which presently means
the United States and Canada.

The company and Two Way TV each purchased 2,500,000 shares of
TWIN Entertainment's common stock for $500,000, the fair market
value of TWIN Entertainment's stock as determined by TWIN
Entertainment's Board of Directors (which currently consists of
representatives nominated by Interactive and Two Way TV).
Interactive utilized its working capital to
fund its purchase of shares.

As part of the creation of the Joint Venture, the company entered
into an Investor Rights Agreement, a Stockholders Agreement and a
Joint Venture License Agreement. In exchange for equity
investment in TWIN Entertainment, TWIN Entertainment, the company
and Two Way TV granted each other certain governance and other
rights.  These rights primarily consist of (1) written
notice upon and restrictions on the sale and transfer of any
shares of TWIN Entertainment's common stock or any of its other
equity securities; (2) in the event either the company or Two Way
TV wishes to sell an interest in TWIN Entertainment, the other
party has the right to first purchase the shares and the right to
sell or transfer the shares pursuant to the same terms and
conditions upon that sale or transfer; (3) right to elect a
certain number of directors based on Interactive's and Two Way
TV's ownership percentage of TWIN Entertainment's common stock;
(4) the company's and Two Way TV's right to approve certain of
TWIN Entertainment's major actions; (5) specified procedures upon
the occurrence of a deadlock on any matter properly before TWIN
Entertainment's board of directors; (6) subject to certain
restrictions, the right to demand TWIN Entertainment to register
its securities under the Securities Act of 1933 and the right for
the company's and Two Way TV's securities to be included among
the securities to be registered in any other public offering of
TWIN Entertainment's securities; and (7) access to certain of
TWIN Entertainment's financial information. Under the Joint
Venture License Agreement, Interactive granted TWIN Entertainment
a non-exclusive, royalty-free, non-transferable license in the
Territory (as that term is defined in that agreement) for all of
Interactive's patents, trade secrets and copyrights, excluding
trademarks and service marks developed and existing prior to the
date of the Joint Venture License Agreement, and Two Way TV
granted TWIN Entertainment a license on the same terms of Two Way
TV's technology and intellectual property rights.  As part of
those transactions, the company also has agreed to seek the
approval of its shareholders to convert its non-exclusive
licenses to TWIN Entertainment to exclusive licenses (at which
time the licenses from Two Way TV to TWIN Entertainment also will
become exclusive).

In addition, as part of the agreements with Two Way TV to create
TWIN Entertainment, Interactive entered into a separate worldwide
exclusive license agreement that licenses its intellectual
property in countries other than the United States and Canada to
Two Way TV under a Termination and License Agreement.

The consummation of these transactions was subject to approval of
the United States Bankruptcy Court for the Northern District of
California, which was received on January 7, 2000.

JUDGE GROUP: Changes Name to
The Judge Group, Inc., effective February 14, 2000, changed its
name to

The change in name reflects the company's focus on the Internet
as a tool in its delivery of Information Technology staffing
services for its clients.  According to Martin E. Judge, Jr.,
Chief Executive Officer of the Judge Group, "We started an
internal Internet division in this company three years ago, and
it has quickly proven to be an extremely valuable tool
in the placement of individuals with highly specialized technical
skills. In our earnings release scheduled for February 14, 2000
we are announcing our future plans for this division and its
ability to link the company's nearly thirty years experience in
IT placement with its ability to utilize the technology of the
Internet, but we take this opportunity to let our
investors and the marketplace know of the name change and our
excitement about the company's prospects going forward."

The company is in the process of filing notices to the Securities
and Exchange Commission and with the NASDAQ National Market.

Mr. Judge stated that he believes that the name
highlights the company's skills and experience in both the
staffing industry and the technology of the web. Said Mr. Judge:
"It is my belief that our industry is changing as we move into
the 21st century. The companies that are able to make that change
of integrating our traditional staffing business with the
delivery mechanism of the Internet will lead our industry. has already moved in that direction."

The Judge Group, Inc. offers total Internet and Information
Technology staffing solutions through its web-based staffing and
training divisions. It states its mission as being to service the
needs of its contractors, clients, and employees through
professionalism, ethics, technology, and hard work.

LAROCHE INDUSTRIES: Retains Chanin Capital Partners
On February 14, 2000, LaRoche Industries Inc., a Delaware
corporation, announced that it had retained Chanin Capital
Partners to explore capital structure alternatives for the
company. This effort is consistent with the company's recent
comprehensive review of its business strategy and its
ongoing need to reduce financing costs and improve liquidity.
Chanin Capital Partners is a national investment banking firm
specializing in restructuring transactions.

LOEWEN: Motion For Second Extension of Exclusivity
The Debtors ask Judge Walsh for a second extension of their
exclusive periods during which to file a reorganization plan and
to solicit acceptances of it.  Specifically, the Debtors seek to
extend the time within which to propose a plan through June 30,
2000, and request a concomitant extension of their exclusive
period within which to solicit acceptances of that plan through
August 31, 2000.  The Debtors assert that they need more time
because their operations are large and complex.  They
also note that, if Judge Walsh grants their proposed extensions,
then the American Debtors' deadlines will be the same as
deadlines in the Loewens' Canadian bankruptcy proceedings.

In their Motion, the Debtors relate that they presented their
business plan -- under the terms of strict confidentiality
agreements -- to the Creditors' Committee on February 2, 2000,
and to the post-petition lenders on February 15, 2000.  After
they have received and "digested" these parties' responses to
their business plan, the Debtors will complete their evaluation
of their estates and present their conclusions to the Creditors'
Committee.  They will then negotiate a term sheet for recoveries
given creditors and other stakeholeders under their
reorganization plan. Following agreement on the terms of the
reorganization plan, the Debtors will begin drafting their
disclosure statement and the many documents required to implement
their plan.  They will then seek approval of their disclosure
statement and, if approved, begin soliciting approval of their
plan. (LOEWEN BANKRUPTCY NEWS Issue 19; Bankruptcy Creditor's
Service Inc.)

MCDERMOTT: Moody's Places Ratings Under Review/Possible Downgrade
Moody's Investors Service placed the Ba1 senior unsecured debt
rating of McDermott Incorporated, as well as the Ba1 issuer
rating and Ba3 senior subordinated rating of J. Ray McDermott,
S.A., under review for possible downgrade. Both companies are
subsidiaries of McDermott International, Inc.

The review is prompted by the announcement by McDermott
International that it has placed its subsidiary, The Babcock &
Wilcox Company and its subsidiaries Americon, Inc., The Babcock &
Wilcox Construction Company, Inc. and Diamond Power
International, Inc., into voluntary reorganization under Chapter
11 of the U.S. Bankruptcy Code. The review will consider the
impact, if any, on the operational and financial position of
McDermott Inc. and J. Ray McDermott, and how management intends
to resolve B&W's' asbestos liability through the reorganization

McDermott International, Inc., McDermott Incorporated, and J. Ray
McDermott, S.A.'s corporate headquarters are located in New
Orleans, Louisiana.

ONEITA INDUSTRIES: Wachovia Reports Holdings
Wachovia Corporation, parent holding company to Wachovia Bank,
National Association, and Wachovia Bank, National Association
beneficially own 704,000 shares of the common stock of Oneita
Industries Inc.  Each holds sole voting and dispositive power
over the stock, which represents 7.69% of the outstanding common
stock of Oneita.

PHILIP SERVICES: Seeks Extension of Time To Assume/Reject Leases
The debtors, Philip Services, Inc., et al. seek to extend the
time to assume or reject unexpired nonresidential real property
leases until the earlier of the effective date of the debtors'
plan of reorganization or April 24, 2000.  The debtors have a
large number of unexpired leases stemming from operating their
businesses from various locations throughout North America.  The
debtors have obtained confirmation of their plan and they
anticipate that the plan will become effective later this month.  
However, they are seeking this extension out of an abundance of

In a report of its fourth quarter earnings, AmSurg Corp.'s CEO,
Ken P. McDonald said, "We also recently announced the signing of
a definitive agreement with Physicians Resource Group ("PRG"),
through which we expect to acquire PRG's interest in at least 11
ophthalmology surgery centers in a transaction anticipated to
close in the first half of 2000. At the same time, we announced
that we have entered into an agreement with PRG to manage 15 of
their surgery centers including the 11 referenced above. These
centers are in addition to our purchase of PRG's interests in two
other centers, one of which occurred in early 2000. PRG filed for
reorganization under Chapter 11 of the United States Bankruptcy
Code on February 1. At a hearing on February 14th, the bankruptcy
court approved our Management Agreement and certain aspects of
our Purchase Agreement. We look forward to expanding the
Company's base of centers in operation in 2000 with these PRG
centers in addition to our normal acquired and developed centers.

SERVICE MERCHANDISE: Cuts 4,800 More Jobs, Product Lines
Service Merchandise Company Inc. plans to cut 4,800 additional
jobs, reduce store sizes and discontinue some product lines as
part of its ongoing bankruptcy reorganization plan.

The Nashville-based company was forced into Chapter 11 last March
by a group of creditors, claiming total debts of $1.29 billion.
The company has so far closed 122 stores and cut 5,000 jobs.

The company currently about 16,000 full-time employees at its
Nashville offices, three distribution centers and 221 stores in
32 states.

Service Merchandise will spend $150 million of over the next two
years to reduce store sizes and remodel showrooms to include more
jewelry display cases and Internet kiosks for merchandise orders.
The company will rent or sell the surplus store space.

The company will no longer sell toys, sporting goods, most
consumer electronics and indoor furniture. It will continue to
sell housewares, silver, crystal, small appliances, patio
furniture, luggage and clocks.

The inventory reduction means the closure of the company's
distribution centers in Orlando, Fla., and Montgomery, N.Y., and
a consolidation of inventory at the Nashville center.

The company expects to get approval of a new four-year, $600
million bank financing agreement from Fleet Retail Finance Inc.,
replacing a previous financing agreement. It intends to use the
funds to pay for its store renovations and other improvements,
operating expenses and general working capital once the company
emerges from Chapter 11.

Service Merchandise reported a net loss of $243.7 million, or a
loss of $2.45 a share, for the year ending Jan. 2. Net sales for
the period were $2.23 billion. For the prior year, the company
reported a net loss of $110.3 million, or a loss of $1.11 a
share, on net sales of $3.17 billion.

Fourth-quarter earnings were $68.3 million compared to $49.1
million for the same period last year. Operating earnings were
$25.2 million for the year ending Jan. 2.

SERVICE MERCHANDISE: Seeks To Extend Time To Assume/Reject Leases
The Debtors move the Court for an order pursuant to 11 U.S.C.
Sec. 365(d)(4) to extend the time within which they must decide
whether to assume, assume and assign or reject unexpired leases
of nonresidential real property with respect to certain
previously closed stores, from the previous deadline of March 31,
2000 to July 31, 2000.

On July 14, 1999, the Court authorized the Debtors to sell, among
other things, Designation Rights with respect to the Debtors'
interest in certain leaseholds. The Debtors recapture that the
Designation Rights permit the purchaser to designate on behalf of
the Debtors the party to whom the respective leasehold interests
should be assigned, and the right to make such designation
expires on March 15, 2000.

The Debtors tell the Court that, as of the date of the Motion,
Designation Rights with respect to 3 leasehold interests had not
yet been exercised, Designation Rights with respect to 2
Leasehold interests had been relinquished by the purchaser to the
Debtors and Designation Rights with respect to an additional 13
leasehold interests, while exercised, are the subject of pending
motions to assume and assign scheduled to be heard on
February 22, 2000, the same date scheduled for the present Motion
to be heard.

The Debtors say that the requested extension will both permit
sufficient time for any Designation Rights to be heard at the
April 4, 2000 omnibus hearing, as well as provide sufficient time
for the Debtors to re-market any such leases as to which
assignment motions are not effectuated or Designation Rights are
otherwise not exercised.

The Debtors report that as a result of a review to improve
performance, they have identified and commenced store closing
sales at approximately one-third of their 365 store locations.
The Debtors say these are the Surplus Real Estate and include
locations pertaining to the Remaining Auctioned Leases.

Bidding Procedures to be employed in connection with the sale of
the Surplus Real Estate were approved by the Court on June 18,
1999. Among other things, the Bidding Procedures set forth three
methods pursuant to which parties were able to bid on the
leasehold Surplus Real Estate: (i) the direct assumption and
assignment to an ultimate end user; (ii) the termination of the
lease if the landlord was the successful bidder; or
(iii) the sale of Designation Rights if the successful bidder was
not an end user.

The Debtors report that they held an auction for the Surplus Real
Estate on July 8, 1999. The Debtors claim that as a result of the
marketing effort of parties which purchased Designation Rights at
the Auction, most of the Designation Rights have been exercised
and the underlying leases have been assigned to the parties so
designated and the remaining leases subject to Designation Rights
are included within the Remaining Auctioned Leases.

The Debtors put forward grounds for the requested extension of
the Section 365 Deadline with respect to the Remaining Auctioned
Leases to July 31, 2000 as follows:

* Such extension would give the Debtors a reasonable period of
time to re-solicit interest in any Remaining Auctioned Leases as
to which the purchasers of the Designation Rights fail to timely
effectuate an assignment.

* If the request is granted, landlords of the Remaining Auctioned
Leases will not be prejudiced. (The Debtors claim they have
remained current on their administrative obligations, continue to
pay rent and other expenses and have the financial resources and
intention to continue to do so.)

* Parties in interest would not be precluded from filing a motion
to shorten the Deadline if necessary.

* Courts may grant and in larger cases have routinely granted
such extensions upon a showing of "cause" by a debtor.

* These cases are large and complex.

* Additional time is necessary to permit the purchaser of
Designation Rights an opportunity for a hearing with respect to
an assignment motion filed in connection with timely exercised
Designation Rights, and in the event such designations are not
effectuated, additional time is needed for the Debtors to
resolicit interest in the Remaining Auctioned Leases.

* The Leases are the Debtors' primary assets value of which lie
in the Remaining Auctioned Leases and the opportunity to realize
additional value to the extent that the exercise of Designation
Rights ultimately do not result in the assignment of the
underlying leases to those parties designated by the respective

Ramco-Gershenson Properites, L.P., represented by Kupelian Ormond
& Magy, P.C., leases three stores in Michigan and one store in
Florida to Service Merchandise.  Ramco asserts that the factors
cited by the Debtors to justify its request for an extension only
relate to whether the debtor needs more time to examine each
lease in light of current market conditions, demographics, etc.,
rather than changing internal factors such as merchandising,
marketing etc.  Consequently, Ramco argues, the Debtor's
view has the effect of nullifying Sec. 365(d)(4).  Ramco
maintains that landlords are prejudiced by open-ended extensions.  
Ramco suggests a short, definitive 60-day extension.  

Relying on the unrebutted and credible testimony presented by CEO
Sam Cusano, Judge Paine held that the Debtors are entitled to an
extension of their time to decide how to dispose of go-forward
stores through March 31, 2001.  Judge Paine points to the fact
that the Debtors are current with all post-petition obligations
and can demonstrate their ability to continue performing these
post-petition obligations.  This extension, Judge Paine
stressed, is without prejudice to the right of any landlord to
request a reduction of this period. (Service Merchandise
Bankruptcy News; Issue 10; Bankruptcy Creditor's Service Inc.)

SILICON GAMING: Increases Number of Authorized Shares
On February 7, 2000, Silicon Gaming, Inc. filed a Certificate of
Amendment of its Articles of Incorporation with the Secretary of
State of California.  The amendment was approved and adopted by a
written consent action by holders of greater than a majority of
the outstanding voting common stock of the company.  The
amendment increased the number of authorized shares of common
stock of the company from 50,000,000 to 750,000,000.  

TRANSTEXAS GAS: Rebuts High River's Motion For Stay
The debtors, TransTexas Gas Corporation, et al. respond to High
River Limited Partnership's motion for stay pending appeal of
order confirming the debtor's plan.  

According to the debtors, they will suffer irreversible injury if
a stay, no matter how limited is granted.  They will be unable to
consummate the contemplated exit financing.  They fear that the
DIP lenders may not grant another extension to the $30 million
DIP Facility, forcing TransTexas into liquidation under either
Chapter 11 or Chapter 7; and without the exit financing,
TransTexas' drilling and production activities will cease,
producing catastrophic results.  

Liquidation of the TransTexas estates will result in lower values
for the estate assets.  TransTexas also argues that the plan is
the product of extended negotiation and that to change High
River's classification under the plan at this time would be
treating one creditor differently than all others.

TV FILME, INC: Files Voluntary Petition Under Chapter 11
TV Filme, Inc. has filed a voluntary petition under chapter 11 of
the United States Bankruptcy Code, together with a pre-negotiated
Plan of Reorganization and the Disclosure Statement relating to
such Plan, with the U.S. Bankruptcy Court for the District of
Delaware.  A hearing for approval of the Disclosure Statement is
expected to be set for late February, 2000.  Following approval,
ballots respecting the Plan will be circulated to those parties
entitled to vote on it, and a hearing to confirm the Plan
will be  scheduled.  Holders of more than 65% of the aggregate
principal amount of TV Filme's outstanding 12-7/8% senior notes
due 2004 have agreed to support and vote in favor of the

The company's restructuring represents a consensual arrangement,
under a Restructuring Agreement dated January 24, 2000, with
holders of more than 65% of the company's outstanding Senior
Notes. TV Filme, Inc. expects that this restructuring will
significantly reduce the company's existing long-term debt, and
enable the company to continue the build-out of its recently
acquired multi-point, multi-channel distribution systems ("MMDS")
licenses. The restructuring of the company's indebtedness
provides, among other things, as follows:

The senior noteholders will receive a $25 million cash payment
and their existing notes will be converted into (i) New Senior
Secured Notes in the aggregate principal amount of at least $35
million, subject to adjustment, with a five year maturity and
interest of 12% per annum (interest payable-in-kind at the option
of the reorganized company through the first 24 months), and (ii)
80% of the new common equity of the reorganized company.  Current
management will receive 15% of the new common equity, and
existing  common stockholders of TV Filme, Inc. will receive 5%
of the new common equity of the reorganized company in exchange
for their current stake.  The Plan provides that the reorganized
company will be a newly-formed Cayman Islands holding company,
and that the New Senior Secured Notes will be issued by ITSA -
Intercontinental Telecomunicacoes Ltda., an existing Brazilian
subsidiary of TV Filme.

Hermano Studart Lins de Albuquerque, Chief Executive Officer of
TV Filme,  Inc. said, "We are pleased to announce the execution
of this agreement with our largest bondholders and the iling of
the Plan.  This restructuring represents the result of important
negotiations with our investors and will place TV Filme in a much
stronger position."  He emphasized that the restructuring is
being implemented at the U.S. holding company level and
will not affect the company's operations in Brazil.  "We will
continue to provide our customers with the highest quality of
programming, service, and reliability."

Headquartered in Brasilia, Brazil, TV Filme, Inc. is a provider
of subscription television, data and Internet services in mid-
sized markets in Brazil. The company has established wireless
cable operating systems in Brasilia, Goiania, Belem and Campina
Grande, which together comprise over 1.4 million households.  
Also, the company holds wireless cable licenses in the cities of
Bauru, Caruaru, Franca, Porto Velho, Presidente Prudente and
Uberaba, which together comprise nearly 0.4 million households.  
TV Filme, Inc. reports all results in U.S. dollars and prepares
its financial statements in accordance with U.S. generally
accepted accounting principles.

UNIVERSAL SEISMIC: Disclosure Statement and Plan
The debtor, Universal Seismic Associates Inc. and Universal
Seismic Acquisition Inc. proposes a First Amended Disclosure
Statement and plan of reorganization.

The purpose of the plan is to establish a Liquidating Trust to
hold and liquidate all assets of the debtor, and then to pay
claims consistent with the priorities established by the
Bankruptcy Code.  All property of the debtor shall vest
automatically in the Liquidation Trust on the Effective Date.  
The debtor shall not operate its business post-confirmation.

The assets of UNEXCO, Inc., working interests in two oil and gas
wells in Louisiana, are currently valued at $500,000.  The assets
shall be sold by the Liquidating Trustee.

Under the plan, the Collateral of RIMCO Associates, inc. shall be
returned to RIMCO.  RIMCO's unsecured claims shall be $14,281,608
million, $6.5 million of which shall be subordinated to all other
general unsecured claims.  $7,781,608 shall be paid pursuant to
the terms of Class 7(General Unsecured Claims). RIMCO's claim is
impaired as well as the claim of Bell Atlantic Credit Corporation
and Input/Output, Inc. Input/Output's unsecured claim is
$2,312,135.  The debtor estimates that General Unsecured Claims
do not exceed $13 million.

WESTERN FIDELITY: Trustee Seeks To Operate on Limited Basis
Dennis W. King, Chapter 7 Trustee, requests court authority to
operate the debtor's business on a limited basis for an
additional six months from February 15, 2000 to and including
August 15, 2000.  The Trustee needs to continue to operate the
business in order to monitor, service and collect the line item
on the December 31, 1999 balance sheet entitled "N/R Creditors'
Pool/BNY Pool."  The balance sheet reflects a book value of this
item of $4.774 million.  The Trustee notes he attempted to sell
the private automobile loan portfolio in bulk shortly after
conversion, with no buyers.  The trustee and his consultants have
continued in their efforts to sell the private automobile loan
portfolio in bulk.  The Trustee also expects to receive an
additional approximately $300,000 from Superior Bank, FSB under
an Originator Agreement (which amount is included in the $4.774


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