TCR_Public/000425.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, April 25, 2000, Vol. 4, No. 80

                         Headlines

ALTA GOLD: Reports Possible Conversion to SEC
ARM FINANCIAL: Seeks Approval of Asset Purchase Agreement
CENTENNIAL COAL: Seeks Extension of Time To Assume, Reject Leases
CWT SPECIALTY STORES: Seeks To Reject Unexpired Leases
EAGLE FOOD: Order Authorizes Retention of Auctioneer

ELECTRO-CATHETER: Seeks To Extend Exclusivity
ENDICOTT JOHNSON: Hearing To Pay Stay Bonuses
FAMILY GOLF CENTERS: Reports Waiver to Credit Agreement
FRUIT OF THE LOOM: Details Delay to SEC
FRUIT OF THE LOOM: NYSE Suspends Trading of Shares

GENERAL RENTAL: Seeks OK to Cease Operations, Close Stores
GIBBS CONSTRUCTION: Announces Chapter 11 Filing
GRAHAM-FIELD: Announces Closing of $35. Million DIP Agreement
GRAHAM-FIELD: Closes Warehouse
HEDSTROM HOLDINGS: Subsidiary's Poor Sales Cause Bankruptcy

IMPERIAL HOME DÉCOR: Committee Taps Financial Advisors
KCS ENERGY: Credit Suisse Terminates Restructuring Agreement
KCS ENERGY: Seeks Approval of Settlement with MidAmerican Capital
LAMONTS APPAREL: Seeks Extension of Exclusivity
NORTH AMERICAN ENERGY: Seeks Approval for Sale of Assets

PACKAGING RESOURCES: Reports Probable Interest Payment Default
SERVICE MERCHANDISE: Fleet Retail Arranges $600 M Facility
TEU HOLDINGS: Taps DJM Asset Management
US LEATHER: Seeks Approval of Letter of Intent
US LEATHER: Taps Dresner Investment Services

USCI INC: Not Filing Financial Reports On Time
VENCOR INC: Seeks Approval of Contract For Sale of Certain Assets
YES ENTERTAINMENT: Shareholders Report No Longer Holding Stock

                      *********

ALTA GOLD: Reports Possible Conversion to SEC
---------------------------------------------
Alta Gold Co., debtor-in-possession, informs the SEC in its
latest filing that it has asked the U.S. Bankruptcy Court to
convert its Chapter 11 proceeding into a Chapter 7 liquidation
proceeding; Alta's Board of Directors, its President and Chief
Executive Officer and its Vice President - Operations having
resigned. The company's two remaining officers, Mr. John Bielun,
Sr. Vice President and Chief Financial Officer and Ms. Margo
Bergeson, Corporate Secretary, had elected to remain
with the company pending further action by the Bankruptcy Court.

The filing for a Chapter 7 liquidation proceeding was
necessitated by the continued deterioration of the company's
financial condition and the complete lack of success in finding a
viable buyer for either the company or its assets.

The Bankruptcy Court established March 30, 2000, as the date on
which the hearing to convert the case to Chapter 7 was to be
held. In addition, the Court also appointed an outside expert to
assist the Court in evaluating the company's assets and
liabilities.

As a result of the foregoing, Alta's continued existence was in
substantial doubt and it was anticipated that the company's
remaining assets would be liquidated under the direction of the
Bankruptcy Court or in some other similar forum. In addition, the
extremely weak financial condition of the company will also
preclude it from being able to issue any reports as to
its results of operations or financial condition for the fourth
quarter and year ended December 31, 1999.


ARM FINANCIAL: Seeks Approval of Asset Purchase Agreement
---------------------------------------------------------
ARM Financial Group, Inc. and Integrity Holdings, Inc. seek an
order approving the Purchase agreement dated April 4, 2000 with
ND Holdings, Inc. for ARM's shares of its wholly owned
subsidiary, ARM Securities Corporation and certain miscellaneous
assets located at ASC's Fresno, California office.  The proposed
purchaser's bid is $502,000.

The debtors have now completed the sale of substantially all of
their assets.  The debtors have determined that the proposed
bidding procedures are most likely to yield a transaction that
will maximize the realizable value of the property for the
benefit of the debtors' estates.


CENTENNIAL COAL: Seeks Extension of Time To Assume, Reject Leases
-----------------------------------------------------------------
The debtor, Centennial Coal, Inc., seeks to extend the period
within which the debtors may assume or reject unexpired leases of
nonresidential real property through and including the earlier of
the effective date of the First Amended Joint Liquidating plan  
and September 8, 2000.

The Mining Leases constitute the most important asset of the
debtor's estates.  The debtors are authorized to undertake mining
activities on property owned by various lessors. The debtors
previously agreed to reject their interests in the Mining Leases
at issue.  In view of the debtors' resolution of the Adversary
Proceeding, the agreements with Charolais and the progress of
negotiations with the debtors' largest reclamation surety,
Frontier Insurance company, the debtors believe that shortly they
will be in a position to file their first amended plan with the
court.


CWT SPECIALTY STORES: Seeks To Reject Unexpired Leases
------------------------------------------------------
The debtor, CWT Specialty Stores, Inc. seeks authorization to
reject unexpired leases covering nonresidential real property
located at Treble Cove Shopping Center, Billerica, MA; Diamond
Run Mall, Rutland Vt., Old Saybrook Shopping Center, Old
Saybrook, CT, and Kmart Plaza, Keene, NH.


EAGLE FOOD: Order Authorizes Retention of Auctioneer
----------------------------------------------------
The debtor, Eagle Food Centers, Inc. is authorized to employ and
retain Grafe Acution Co., Inc. as auctioneers to the debtor.


ELECTRO-CATHETER: Seeks To Extend Exclusivity
---------------------------------------------
The debtor, Electro-Catheter Corporation, seeks entry of an order
further extending the exclusive period during which Electro-
Catheter Corporation may file its plan of reorganization for a
period of 90 days, to and including July 24, 2000 and further
extending the period during which the debtor may solicit
acceptances of said plan for an additional period of 60 days
thereafter, to and including September 22, 2000.  During the last
year the debtor has engaged in an orderly liquidation of its
assets - recently obtaining court approval for a sale of its
product lines and related inventory and equipment for $625,000.  
The debtor has received inquires from third parties who may be
interested in acquiring the debtor's corporate shell.  Such a
transaction would likely be the centerpiece of a plan of
reorganization funded by a plan proponent.  The debtor requires
additional time to conclude these negotiations and then file a
plan.  


ENDICOTT JOHNSON: Hearing To Pay Stay Bonuses
---------------------------------------------
A hearing with respect to the motion of the debtors, Endicott
Johnson Corporation, HM Father and Son Shoes, Inc., and Father &
Son Shoe Stores Co., to pay stay bonuses to certain of its key
employees will held at 10:00 AM on April 25, 2000 at the US
Bankruptcy Court, US Courthouse, 10 Broad St., Utica, New York.

Following their decision to liquidate, the debtors have had to
eliminate the majority of their workforce.  To entice the key
employees to continue their employment the debtors have offered
key employees an aggregate amount of $48,500.


FAMILY GOLF CENTERS: Reports Waiver to Credit Agreement
-------------------------------------------------------
On March 31, 2000, Family Golf Centers Inc. entered into
Amendment No. 3 and Waiver to the Amended and Restated Credit,
Security, Guaranty and Pledge Agreement, dated December 2, 1998,
as amended and restated as of October 15, 1999, by the company,
certain subsidiaries of the company, the lenders named therein,
and The Chase Manhattan Bank, as lender and as agent for the
lenders. The Waiver, among other things, waives the company's
compliance with certain financial tests for the period commencing
April 1, 2000 through May 5, 2000. The Waiver requires additional
disclosure and may require a change in the presentation of
certain accounting matters. Accordingly, the company is unable to
file its annual report for the year ended December 31, 1999
timely without unreasonable effort and expense. The
company expects to file by mid-April.


FRUIT OF THE LOOM: Details Delay to SEC
---------------------------------------
Fruit of the Loom Inc. filed for protection under Chapter 11 of
Title 11 of the United States Code on December 29, 1999. The
company indicates that delay will be had in filing timely
financial statements due to the added burdens related to the
Case, coupled with changes in personnel.  The company continues
to operate its businesses and manage its property as
debtor-in-possession. In addition, as previously publicly
announced, the company is discontinuing certain of its businesses
during the Case, and the company's financial statements for the
1999 fiscal year will treat certain of those businesses as
discontinued operations. The financial statements
for certain of the company's prior fiscal years must also be
reclassified to conform with the 1999 presentation. Compliance
with the requirements of this modified presentation has also
contributed to the delay in the completion of the financial
statements, related notes and other items.

Since the filing date, the accounting and financial staff, who
are critical to the preparation of the financial statements, have
been required to devote substantial amounts of time to the
reorganization process and related issues, including updating
Fruit of the Loom's strategic business plan and responding to
numerous requests for information from various constituencies in
the reorganization cases, including pre-petition secured
lenders, post-petition secured lenders and the Official Committee
of Unsecured Creditors. In addition, the company's financial and
accounting staff have had the primary responsibility for
preparing the Schedules of Assets and Liabilities and Statement
of Financial Affairs for each of the 33 entities which is a
debtor in the Case. Accordingly, for these reasons, Fruit of the
Loom is unable to provide the information required by
the Securities and Exchange Commission in the prescribed time
without unreasonable effort or expense.


FRUIT OF THE LOOM: NYSE Suspends Trading of Shares
--------------------------------------------------
The New York Stock Exchange (NYSE) said yesterday that it
suspended trading in shares of Fruit of the Loom Ltd. due to the
company's bankruptcy, according to Reuters. Fruit of the Loom,
which manufactures men's and boys' underwear, filed for chapter
11 on Dec. 29, and the company said it was highly unlikely that
existing shareholders would receive any distribution after the
company was reorganized and creditors got new equity. The NYSE
said it would apply to the Securities and Exchange Commission
(SEC) to delist Fruit of the Loom, which had announced on March
31 that it would not be able to file its 1999 annual report with
the SEC because of the bankruptcy proceedings. Fruit of the Loom
said sales decreased to $1.83 billion in 1999 from nearly $2
billion in 1998. The company lost $491.1 million in 1999,
compared with a 1998 profit of $135.9 million.


GENERAL RENTAL: Seeks OK to Cease Operations, Close Stores
----------------------------------------------------------
The debtor, General Rental, Inc. seeks court authority to
Liquidate its business.  The debtor has not operated profitably
during this case and does not believe it is likely that it will
operate profitably in the future.

General Rental intends to enter into an agreement with Sunbelt
Rentals, Inc. for the purchase of the tangible and intangible
assets used by the debtor in connection with its operation of
stores in Orlando, Florida, (2) Jacksonville, Florida,(2) and
Orange Park Florida for a purchase price of $2.25 million.

General Rental operates one of the largest equipment rental
companies based in the Southeast United States.  Doing business
primarily under the "Rental 1" tradename, GRI currently has 22
locations in Florida, Georgia, and the Caribbean.  For fiscal
year 1998, GRI had total sales of approximately $30 million.
Sales for the first ten months of 1999 totaled approximately $15
million.

International Rental Services, Inc. has offered to purchase
substantially all of the equipment owned by the debtor in the
Bahamas for a n aggregate purchase price of $585,000.  This
purchase price represents an average recovery of 50% of the
orderly liquidation value for the Bahamas Equipment provided to
the debtor by Accuval Appraisers in May 1999.

The debtor proposes to sell its remaining assets at one or more
public auctions.


GIBBS CONSTRUCTION: Announces Chapter 11 Filing
-----------------------------------------------
Gibbs Construction, Inc. (GBSE) announced that it has filed a
Petition pursuant to Chapter 11 of the United States Bankruptcy
Code and that Tony G. Gibbs has resigned as Vice President and
Director of the Company.
  
Gibbs' Chapter 11 Bankruptcy contemplates a Plan of
Reorganization that will allow Gibbs to continue in business as a
Public Company by consolidation with a privately held company and
re-negotiation of debt with its largest creditor. Gibbs has
entered into negotiations with an Atlanta-based Construction
Services and Asset Management Company that contemplates the
combination of the Company's resources and operations into Gibbs
through stock issuance. Details of the transaction are too
preliminary to disclose, but will later be available to
Creditors and Shareholders as a part of the company's Plan of
Reorganization. The Company is operating in its normal course of
business, conserving cash resources with reduced staff and
operating expenses, subcontracting major construction work to
complete its current jobs in progress, and collecting its
accounts receivable. Gibbs does not expect its bankruptcy to
impact current ongoing construction projects.
  
Tony Gibbs, brother of Company President Danny Gibbs, has
resigned as an officer and director to pursue other business
interests. Mr. Gibbs is a co-founder of the Company and has
managed many of Gibbs' National Retail Clients and projects. Mr.
Gibbs owns 1,000,000 shares of Gibbs' stock, which is pledged as
collateral to secure the Company's debt to its Bonding Surety.
  
Tony Gibbs stated, "The Company plans to expand its future
operations to a broader range of construction services. I want to
concentrate on the retail sector, and now is the appropriate time
for me to do so. Of course, I will continue be available to
assist the Company in any way possible."
  
President Danny Gibbs stated, "Tony has completed many successful
projects for the Company and his talent and expertise is well
regarded. I am sure Tony is making a good decision and we wish
him the best. I deeply regret that a consolidation with this
privately held company cannot be completed without the assistance
of a Chapter 11 Bankruptcy, but I am confident this course of
action will produce the best results for our creditors,
shareholders, and customers. The Company plans to make periodic
press releases regarding its progress, and our Web site at
www.gibbsconstruciton.com is updated regularly to provide current
information regarding the Company."
  
Gibbs is a general contractor providing construction services for
retail, office, warehouse, and specialty real estate. Gibbs is
headquartered in the Dallas-Fort Worth Metroplex and its stock
was formerly traded on the Nasdaq Exchange (GBSE).


GRAHAM-FIELD: Announces Closing of $35. Million DIP Agreement
-------------------------------------------------------------
Graham-Field Health Products, Inc. (OTCBB:GFIHQ) a manufacturer
and supplier of healthcare products, is pleased to announce the
closing of a replacement $ 35.0 million DIP financing agreement
with Congress Financial Corporation, an affiliate of First Union
Corporation.
  
This new financing agreement replaces the company's current DIP
loan serviced by IBJ Whitehall Business Credit Corporation.
  
According to Mike Joffred, Graham-Field's Chief Financial
Officer, Congress Financial Corporation was selected from five
proposals, including an unsolicited proposal, submitted by
various financial institutions. The new financing facility offers
the company considerable annual financial savings, more favorable
covenants, and the potential for greater operating capital
availability.
  
The company is pleased by the response of the financial community
to the company's refinancing effort, and according to David
Hilton, Chief Executive Officer, "it is obvious that the
financial community has strong faith in the company's ability to
emerge from its Chapter 11 voluntary bankruptcy position as
an on-going concern."


GRAHAM-FIELD: Closes Warehouse
------------------------------
Graham-Field Health Products Inc. has closed its GF Express Bronx
warehouse facility. The Bay Shore, L.I.-based maker and supplier
of health care products said product inventories were transferred
to the company's four regional distribution facilities. Graham-
Field has been working to cut costs since it filed for Chapter 11
bankruptcy protection.
  

HEDSTROM HOLDINGS: Subsidiary's Poor Sales Cause Bankruptcy
-----------------------------------------------------------
According to an article in Plastics News on April 17, 2000,
Hedstrom Holdings Inc.'s bankruptcy was caused primarily by poor
sales at Amav Industries Inc., its subsidiary.
  
Hedstrom acquired the subsidiary for $203 million in 1997. Amav
is an injection molder of free-standing children's games such as
pool tables, air hockey, and table tennis sets.
  
Hedstrom Holdings is the parent company of Mount Prospect, Ill.-
based Hedstrom Corp. The Ashland operation is North America's
fourth-largest rotational molder, according to Plastics News'
1999 survey, with $53.7 million in sales. The parent company
reported sales of $380 million.
  
According to the article, Hicks, Muse, Tate & Furst, a private
global investment firm in Dallas, owns 67.5 million privately
held shares in Hedstrom.

The debtor has received a  $50 million DIP loan from Credit
Suisse First Boston and a group of other banks.
  
"There are no plans to do anything at any of the other
businesses," Braeunig
  added. "It's business as usual."
  
According to the article, one possibility is a sale of the
company.  Hicks, Muse, Tate & Furst will consider its options for
Hedstrom during the next eight to 12 months.

Hedstrom Corp. rotomolds various toys such as plastic balls,
rocking horses and battery-operated cars as well as swing sets,
which are a combination of wood, aluminum and plastic.


IMPERIAL HOME DÉCOR: Committee Taps Financial Advisors
------------------------------------------------------
The Official Committee of Unsecured Creditors of The Imperial
Home Décor Group, Inc. seeks court approval of its retention and
employment of E&Y Restructuring LLC and Ernst & Young LLP as
financial advisors to the Committee.  The firm will analyze the
current financial position of the debtors, it will analyze the
debtors' business plans, and advise the Committee on the
viability of the continuing operations; it will analyze the
financial ramifications of proposed transactions; analyze the
debtors' financial statements and advise the Committee and its
counsel on the development of any plan of reorganization.


KCS ENERGY: Credit Suisse Terminates Restructuring Agreement
------------------------------------------------------------
KCS Energy, Inc. (NYSE: KCS) today reported that it had been
notified by Credit Suisse First Boston that it had exercised its
right to terminate the Restructuring Agreement dated December 27,
1999.  The Company is continuing to discuss the Plan of
Reorganization with Credit Suisse First Boston and others
with the goal of achieving a consensus that would enable a timely
conclusion of the current Chapter 11 proceedings.
  
"KCS operations in the first quarter have continued to be
strong," noted James W. Christmas, president and chief executive
officer.  "With production running ahead of forecasts and with
the sustained strength in oil and gas prices, cash flow has been
sufficient for the Company to carry out its budgeted capital
program, reduce bank debt by an additional $7.5 million during
the quarter, meet its current trade payables and increase cash."  
The Company expects to report its first quarter operating and
financial results during the first week of May.
  
KCS is an independent energy company engaged in the acquisition,
exploration and production of natural gas and crude oil with
operations in the Mid-Continent and Gulf Coast regions.  The
Company also purchases reserves (priority rights to future
delivery of oil and gas) through its Volumetric Production
Payment (VPP) program.


KCS ENERGY: Seeks Approval of Settlement with MidAmerican Capital
-----------------------------------------------------------------
The debtors, KCS Energy Inc., et al. seek court approval of a
certain settlement agreement between the debtors and MidAmerican
Capital Co.  The settlement arises from certain problems arising
from a Stock Purchase Agreement under which KCS acquired from
InterCoast Energy Company all of the issued and outstanding
capital stock of InterCoast Oil and Gas Company, now Medallion
Reosurces and acquired from InterCoast all of the issued and
oustanding capital stock of InterCaost Gas Services Company and
GED Energy Services, Inc.

The settlement provides that MidAmerican and Medallion Resources
will execute a conveyance of production payment which will
entitle Medallion Resources to the net proceeds of production
from certain properties described therein and located in Sutton
County, Texas. MidAmerican and Medallion Resources agree to
execute an amended management agreement and Mid-American will pay
to KCS the sum of $1.735 million.  Mid-American will return a
certain stock Warrant to KCS unexercised, and KCS will then
cancel it.


LAMONTS APPAREL: Seeks Extension of Exclusivity
-----------------------------------------------
Lamonts Apparel Inc. is seeking an extension of its exclusive
period to file a Chapter 11 plan through and including August 3,
2000 and an extension of its exclusive period to solicit
acceptances to any such plan through and including October 2,
2000.

While the debtor has informed its creditors' committee and lender
of its financial projections, it has yet to negotiate and
finalize a plan of reorganization. (Daily Bankruptcy Review; ABI;
21-Apr-00)


NORTH AMERICAN ENERGY: Seeks Approval for Sale of Assets
--------------------------------------------------------
The debtor, North American Energy Conservation, Inc. filed an
order to show cause establishing a hearing date for the Sale
Hearing and approval of Auction procedures.

The debtor seeks entry of an order authorizing the sale of
substantially all of its assets to Amerada Hess for a purchase
price of $250,000.


PACKAGING RESOURCES: Reports Probable Interest Payment Default
--------------------------------------------------------------
Packaging Resources Incorporated announced results for its fiscal
year ended February 29, 2000.  The Company also announced that it
has retained the investment banking firm Deutsche Bank
Securities, Inc. to explore the potential sale of the Company.
  
Net sales decreased $2.2 million, or 7.0%, from $31.3 million in
the fourth quarter of fiscal 1999 to $29.1 million in the fourth
quarter of fiscal 2000.

Packaging sales decreased $5.8 million, or 22.1%, from $26.3
million in the fourth quarter of fiscal 1999 to $20.5 million in
the fourth quarter of fiscal 2000 primarily due to lower sales to
Yoplait U.S.A. and The Dannon Company, Inc.  

Net sales increased $9.7 million, or 7.1%, from $136.6 million in
fiscal 1999 to $146.3 million in fiscal 2000.  Packaging sales
decreased $4.0 million, or 3.7%, from $106.9 million in fiscal
1999 to $102.9 million in fiscal 2000.

As previously reported, the agreement to supply eight ounce
yogurt cups to Dannon and the agreement to supply six ounce
yogurt cups to Yoplait both expired in December, 1999.  

The Company does not expect to have sufficient funds to make the
interest payment of $6.4 million due May 1, 2000 on its 11 5/8%
Senior Notes due May 1, 2003 or to pay a dividend to its parent,
Packaging Resources Group, Inc., in order to fund the interest
payment of $1.8 million due May 31, 2000 on Packaging Resources
Group's 13% Senior Notes due June 30, 2003.
  
The failure to make the interest payments will constitute
defaults under both of the Indentures governing such Notes.  In
addition, the defaults under the Indentures will trigger certain
cross-default provisions with respect to the Company's Senior
Credit Facility.  PRI intends to enter into discussions with the
holders of the Notes and the lenders under its Senior Credit
Facility to obtain waivers or amendments, including standstill
agreements that would restrict the holders and the lenders from
exercising remedies for a period of a time; however, there can be
no assurance as to whether and when the Company will obtain any
such waiver, amendment or agreement.
  
PRI is a developer, manufacturer and marketer of rigid plastic
food packaging, serving primarily as a supplier of customized
containers for national branded consumer products.


SERVICE MERCHANDISE: Fleet Retail Arranges $600 M Facility
----------------------------------------------------------
Fleet Retail Finance Inc. and Service Merchandise Company, Inc.
(OTCBB: SVCDQ) announced that they have closed on a $600
million replacement debtor-in-possession (DIP) financing and
emergence credit facility.

Based in Nashville, Tenn., Service Merchandise is a leading
retailer of fine jewelry and home lifestyle products.

"Fleet Retail Finance demonstrated extraordinary responsiveness
in structuring this new facility," said Sam Cusano, Chief
Executive Officer of Service Merchandise. "Their ability to act
quickly combined with their understanding of our business, truly
makes them a partner in our long-term success."

Ward K. Mooney, President of Fleet Retail Finance commented, "The
management team at Service Merchandise has worked hard to achieve
improved operating results. We are confident that this new
financing will enable them to accomplish their strategic
objectives and we look forward to a long and successful
relationship."

Fleet Retail Finance created a unique financing package for
Service Merchandise comprised of two complementary components - a
DIP and emergence facility. This approach will provide Service
Merchandise with the flexibility and liquidity to reorganize and
successfully emerge from Chapter 11. Service Merchandise recently
announced its 2000 Business Plan, which included strategic
initiatives involving the refinement of its product mix, the
convergence of the Internet and store selling environments, as
well as efforts to maximize the value of the Company's real
estate holdings.

FleetBoston Robertson Stephens was the syndication agent and sole
arranger on the transaction.

Service Merchandise and its subsidiaries filed voluntary
petitions for reorganization under Chapter 11 in the U.S.
Bankruptcy Court for the Middle District of Tennessee in
Nashville on March 27, 1999.

Service Merchandise Company, Inc. operates 221 stores in 32
states.  Customers may also shop by phone at 800-JEWELRY and on
the web at www.servicemerchandise.com.

Fleet Retail Finance Inc. is an asset-based lender exclusively
devoted to the retail industry. Fleet Retail Finance is a
subsidiary of FleetBoston Financial, a $187 billion
diversified financial services company and the eighth-largest
financial holding company in the United States.


TEU HOLDINGS: Taps DJM Asset Management
---------------------------------------
The debtors, TEU Holdings, Inc., et al. seek court authority to
employ DJM Asset Management, LLC as their real estate consultant.

The debtors have significant leasehold interests in 135 retail
locations dispersed among 28 states.  The debtors recognize that
they will be confronted with many real estate issues as part of
their reorganization efforts.  Accordingly, they have determined
that it is prudent to retain the services of a real estate
consultant to develop and implement a marketing program for the
sale and/or assignment of the leases.  The firm will manage the
slae process, review documents, negotiate rent reductions and
modifications, and appear in court as necessary.

Upon disposition of any or all leases wither by assignment, sale
or otherwise, DJM shall receive an amount equal to the greater of
4% of gross proceeds or $850.  In the event the firm shall
negotiate a rent reduction, downsize or modification of any of
the leases, DJM shall receive the greater of $600 per lease or 5%
of all permanent gross savings over the remaining term and option
periods present valued at 9%.  Consulting services shall be
billed at $250 per hour.


US LEATHER: Seeks Approval of Letter of Intent
----------------------------------------------
The debtor, United States Leather, Inc. seeks approval of a
letter of intent with Lackawanna Acquisition Corporation, ("LAC")
in connection with the sale of the assets of the debtor's
Lackawanna Leather Division.

LAC will purchase all of the assets of the Lackawanna Division
for a purchase price of $24.6 million, subject to a credit of up
to $350,000 for transaction related expenses.  The debtor also
seeks an order approving bidding procedures designed to maximize
value for the debtor.  The auction will commence on May 23, 2000
at 10:00 AM.


US LEATHER: Taps Dresner Investment Services
--------------------------------------------
The debtor, United States Leather, Inc. seeks court approval to
employ Dresner Investment Services, Inc. as investment bankers.

The firm will be responsible for developing a marketing strategy
for the sale of the Lackawanna Division, preparing a
confidentiality agreement, contacting prospective buyers, helping
the debtor and Board of Directors in evaluating the expressions
of interest made by prospective buyers and coordinating visits
for select buyers; and assisting in the selection of the final
candidates, assisting in conducting the auction and providing
testimony regarding the sale process.  

The debtor requests authority to pay a $15,00 retainer together
with a monthly retainer fee of $5,000. The debtor also requests
authority to a pay a Transaction Fee in the amount of 2% of the
Aggregate Consideration up to and including $32.5 million plus
2.5%in excess of $32.5 million.

Dresner agrees to limit its Transaction fee to $300,000 in the
event that Lackawanna's current offer is accepted and not
increased by $1 million over its initial bid.


USCI INC: Not Filing Financial Reports On Time
----------------------------------------------
USCI Inc. will not be filing timely financial reports because the
company's securities counsel has experienced health problems
which have made him unavailable to assist in the preparation of
the company's financial statements for the year ended December
31, 1999 and has resulted in the company retaining new securities
counsel.  As a result, USCI is unable to file its financial
statements and related information for the year ended
December 31, 1999 by the prescribed due date.
  

VENCOR INC: Seeks Approval of Contract For Sale of Certain Assets
-----------------------------------------------------------------
The debtors, Vencor, Inc., et al. seek court approval of entry
into a contract for the sale of the assets of a business in
Morristown, Tennessee and authorizing the assumption and
assignment of related executory contracts and authorizing the
sale of certain surplus personal property.

The proposed purchaser is Lakeway Medical Rentals, Inc.  The
purchase price shall be an amount equal to the Seller's cost of
the Assets on the closing date.   The closing shall take place on
April 30, 2000 at 10:00 AM.


YES ENTERTAINMENT: Shareholders Report No Longer Holding Stock
--------------------------------------------------------------
21st Century Communications Partners, L.P and its affiliates, and
Sandler Mezzanine Partnership, L.P., affiliates and general
partners report they are no longer holding common stock in Yes
Entertainment Corporation.
  
                         *********

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
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Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler,
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