TCR_Public/000621.MBX         T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, June 21, 2000, Vol. 4, No. 121
  
                            Headlines


ADVA INTERNATIONAL: Inks Definitive Agreement to Acquire Global Information
AGRIBIOTECH: Congress Okays Interest Free Loans to Farmers for 65% of Claims
APPLE ORTHODONTIX: August 9 Bar Date Fixed
ARM FINANCIAL: Plan Contemplates 100% Recovery by Unsecured Creditors
ASTORIA METALS: Case Dismissed at Debtor's Behest

CHERRYDALE FARMS: Taps Lowenstein Sandler PC as Attorneys
CUTLER MANUFACTURING: Mailbox Manufacturer Files for Chapter 11 in Tampa
FACTORY CARD OUTLET: Seeks Approval of Letter of Intent
FIRSTMARK CORPORATION: Door Remains Open for Recovery From Professionals
GENERAL-ELECTRO: Debtors' Amended Disclosure Statement Approved

GRAHAM-FIELD HEALTH: Taps WL Ross & Co LLC as Investment Banker
GREAT TRAIN STORE: Lease Auction Slated for June 29
HEDSTROM HOLDINGS: Debtors Propose Key Employee Retention Program
INACOM: DecisionOne Prepared to Provide On-Going Customer Support
INACOM: AlphaNet Solutions Says It Will Provide Customer Support Too

INACOM: ENTEX IT Service Implements Program to Transition Inacom Customers
INACOM: Compaq Alleges Misdirection of Tens of Millions of Dollars to Lenders
JAYHAWK ACCEPTANCE: Debt Acquisition Moves to Convert Case to Chapter 7
MAXIM GROUP: Lead Shareholder Class Counsel Wants to Amend Complaint
MMH HOLDINGS: Needs More Time to File Schedules & Statements

ONEITA INDUSTRIES: Prepetition Lenders Object to Sale of Trademarks
PETSEC ENERGY: Houlihan Lokey to Orchestrate Sale Process
PHILIP SERVICES: Following Restructuring, CFO & General Counsel Call it Quits
PIETRAFESA CORP.: Vince Rua Signs Letter of Intent to Buy Garment Factory
SUNPOINT SECURITIES: SIPC Paying $31 Million to Cover Investors' Losses

TOWER AIR: Fleet Business Credit Seeks Sanctions
UNITED COMPANIES: Plan Proposing 30% Distribution to Unsecured Proposed
UNITED HOMES: Sheldon Good to Auction $30 Million Of Residential Property

                            *********


ADVA INTERNATIONAL: Inks Definitive Agreement to Acquire Global Information
---------------------------------------------------------------------------
ADVA International Inc. (OTC Bulletin Board: ADII) announced that it has
entered into a definitive agreement to acquire all of the outstanding common
shares of Global Information Group USA, Inc. (GIG) in exchange for 12,468,750
common shares of ADVA International Inc., or approximately 95% of the total
number of common shares outstanding.  This gives effect to a 10 for 1 reverse
stock split effected by the Company in March 2000.  The remaining 716,250
shares, approximately 5%, will continue to be held by the existing
shareholders of the Company.  Biotel Inc. (OTC Bulletin Board: BTEL),
ADVA's largest shareholder, has also approved the Agreement.  As a result of
the transaction GIG will become a wholly owned subsidiary of the Company.  The
agreement contemplates that Anthony E. Mohr, President of GIG, will be
appointed President and Chief Executive Officer of ADVA International Inc. and
three new members, appointed by GIG, will be appointed to the ADVA board of
directors, which shall consist of six members.  Closing, which is subject to
various conditions, is expected to occur by July 15th (subject to extension
under certain circumstances).
  
A federal bankruptcy court issued an order on May 5, 2000 approving an
amendment to a previously approved Plan of Reorganization to accommodate this
stock exchange transaction for the benefit of the ADVA creditors and
shareholders.  GIG will pay a transaction fee at closing of $300,000 which
will be used for payment of certain expenses, with the balance to be paid to
priority claims and unsecured creditors of Advanced Medical Products, Inc.
  
Global Information Group develops and markets application software that runs
on the LINUX Operating System.  Its present software product, first developed
for the UNIX OS, is believed to be the only complete 3D solid modeling,
animation, and rendering system currently available on the LINUX OS. GIG
software is used by Digital Media professionals in the production of: film and
video special effects; animation; Computer Aided Design (CAD) and scientific
visualization; Internet web site and print graphics; game development; and
virtual television.  Future GIG plans include the further development and
acquisition of other LINUX-based applications and software products.
  


AGRIBIOTECH: Congress Okays Interest Free Loans to Farmers for 65% of Claims
----------------------------------------------------------------------------
Farmers owed money by AgriBioTech, the seed company based in Henterdon,
Nevada, now attempting to reorganize under chapter 11, may obtain interest-
free, 18-month loans for up to 65% of the amount of their claims against
AgriBioTech under a program approved by Congress.  "Despite scattered
grumbling," the Associated Press reports, "the bill sailed through Congress,
passing by voice vote in the House, and by 91-4 in the Senate."
  

APPLE ORTHODONTIX: August 9 Bar Date Fixed
------------------------------------------
The Honorable Karen K. Brown, U.S. Bankruptcy Judge for the Southern District
of Texas, Houston Division, entered an order fixing August 9, 2000 as the
deadline for all personas and entities to file proofs of claim interest
against Apple Orthodontix, Inc.


ARM FINANCIAL: Plan Contemplates 100% Recovery by Unsecured Creditors
---------------------------------------------------------------------
On March 2, 2000, the court granted the debtor's motion seeking approval of
the sale of substantially all of the debtor's assets to Western and
Southern, the assumption by the debtor and assignment to Western and
Southern of substantially all of the debtor's executory contracts and
unexpired leases; and certain settlement agreements.

The Asset Sale closed on March 3, 2000.  The purchase price for the assets
was $119.3 million, subject to adjustment. Due to the escrow mechanism and
the accelerated nature of the sale of the Risk Securities, it is not
anticipated that any proceeds from the Asset Sale will be distributed from
the escrow to ARM.

General Unsecured Claims in the case total approximately $4 million to $5
million and estimated recovery is 100%.  Preferred shareholder interest
amount to $75 million and the estimated recovery is between 13% and 18%.

The plan provides for the liquidation of the debtor's remaining assets
and the distribution of such assets in an orderly manner to its creditors
and Interest holders.



ASTORIA METALS: Case Dismissed at Debtor's Behest
-------------------------------------------------
An article appearing in the Press-Telegram last week relates that a federal
bankruptcy judge has dismissed a Chapter 11 bankruptcy filing by ship-repair
firm Astoria Metals Corp., because, according to court records, the company
believed that the bankruptcy court would not find in their favor in light of
objections by the U.S. Trustee to the Debtor's retention of professionals
alleged to not be disinterested based on an actual conflict of interest.

AMC, the Press-Telegram recants, signed a five-year lease with the port in
July 1999 with the intention of using 33 acres of the former naval yard,
including a dry dock, to operate a ship-repair facility. After AMC accrued
more than $700,000 in unpaid rent and securities, according to port officials,
the harbor commissioners voted unanimously to evict the firm on January 31.
The following day, the port filed an unlawful detainer lawsuit against AMC.  
AMC, in turn, filed its chapter 11 petition.  


CHERRYDALE FARMS: Taps Lowenstein Sandler PC as Attorneys
---------------------------------------------------------
CDF Candy Company, f/k/a Cherrydale Farms, Inc., et al., seek court authority
to employ and retain Lowenstein Sandler PC as attorneys for the debtor.

The debtor's attorney, Kenneth A. Rosen, Esq., was previously affiliated with
the firm of Ravin, Sarasohn, Cook, Baumgarten, Fisch & Rosen, PC.  Effective
as of February 12, 2000, Rosen became a director of Lowenstein Sandler, and
due to his familiarity with the case, the debtors have decided to employ and
retain Lowenstein Sandler, PC.


CUTLER MANUFACTURING: Mailbox Manufacturer Files for Chapter 11 in Tampa
--------------------------------------------------------------------------
Michael Sasso, writing for The Ledger in Lakeland, Florida, reports that
mailbox manufacturer Cutler Manufacturing Corp. filed for chapter 11
protection in Tampa. Cutler makes cluster mailboxes for apartment complexes,
commercial buildings, schools and military bases, among other customers.  
Cutler employs about 50 people.
  
"We firmly believe that we can get this thing turned around and come out of
it," Hal Holder Jr., company president, told Mr. Sasso late last week.

Cutler's biggest customer traditionally has been the U.S. Postal Service.  
Among other problems, Mr. Sasso relates, the postal service has cut back its
orders, cutting into the company's revenues.


FACTORY CARD OUTLET: Seeks Approval of Letter of Intent
-------------------------------------------------------
Factory Card Outlet Corp. and Factory Card Outlet of America, Ltd., seek
approval of a certain Letter of Intent dated June 5, 2000 by and among SKM
(Saunders, Karp & Megrue), the debtors and the Creditors' Committee.  The
Letter of Intent sets forth thee parties' intention, subject to SKM's
completion of its due diligence, to enter into a transaction that will serve
as the basis for a plan of reorganization.  The Transaction contemplates,
among other things, that SKM will contribute $19.5 million towards the
debtors' reorganization in exchange for which SKM will receive either
substantially all of the assets of the debtors or newly issued  shares of
common stock of reorganized Factory Car which represent 90 percent ownership
interest in that entity, before dilution, and a $19.5 million 12% subordinated
promissory note.

Generally, the Letter of Intent contemplates that a plan would provide for
unsecured creditors, whose claims may aggregate approximately $43 million,
to receive approximately $5.4 million in cash, a portion of which may be
available to provide for a convenience class, plus subordinated promissory
notes aggregating $7 million and 10 percent of the newly issued shares of
common stock of reorganized Factory Card, before dilution.

In the event that the debtors' assets are sold or disposed of pursuant to
an offer or plan of reorganization which is not approved by SKM or
contemplated in the Letter of Intent, the debtors shall reimburse SKM for
all costs and expenses incurred in connection with the Transaction,
including without limitation, out-of-pocket expenses incurred by SKM and
expenses of professionals, in an n amount not to exceed $1 million; and a
break-up fee of $1 million.  The debtors and the Creditors' Committee have
ageed to a Solicitation Restriction that will provide SKM with a necessary
incentive to complete its due diligence and enter into the Definitive
Agreement which will form the basis for a plan of reorganization, while
reassuring SKM that the debtors and the creditors' committee are not
actively soliciting other proposals.  The solicitation restriction does not
prohibit either party from responding to inquiries or requests for
information.


FIRSTMARK CORPORATION: Door Remains Open for Recovery From Professionals
------------------------------------------------------------------------
Richard Carelli, writing for the Associated Press from Washington, reports
that the Supreme Court refused to bar use of a federal anti-racketeering law
against outside professionals accused of conspiring with a business client to
commit fraud even if they did not help manage or operate the business.  The
High Court Justices, acting without comment Monday, let stand a Seventh
Circuit decision that gave a broad scope to the conspiracy provisions of the
Racketeer Influenced and Corrupt Organizations Act.  The appeals court's
ruling in January left a law firm and investment banking firm potentially
liable to investors who were defrauded out of millions of dollars by a now-
bankrupt Firstmark Corporation based in Indianapolis.   The case is
Raffensperger, Hughes & Co. v. Brouwer, 99-1637.



GENERAL-ELECTRO: Debtors' Amended Disclosure Statement Approved
---------------------------------------------------------------
By order of the US Bankruptcy Court, Western District of New York, entered
on June 1, 2000, the amended Disclosure Statement filed by General-Electro
Mechanical Corporation and dated May 31, 2000 is approved.

June 27, 2000 is fixed for the hearing on confirmation of the plan at the
US Bankruptcy Court, Western District of New York, Olympic Towers, 300
Pearl Street, Suite 350, Part I Courtroom, 3rd Floor, Buffalo, New York.

In a letter to creditors urging acceptance of the plan, the Creditors'
Committee explains that the plan provides for an initial distribution to
unsecured creditors in July equal to almost 5 cents on the dollar with a
further distribution of senior preferred shares of stock to be issued in
August.  The senior preferred shares offer unsecured creditors redemptions
equaling an additional return of almost 45 cents on the dollar plus,
potentially, dividends on the stock.  The plan is being funded by General-
Electro's parent company, an entity which did not enter bankruptcy.


GRAHAM-FIELD HEALTH: Taps WL Ross & Co LLC as Investment Banker
---------------------------------------------------------------
Graham-Field Health Products, Inc. and its affiliated debtors seek authority
to employ WL Ross & Co LLC as their investment banker for the purpose
of identifying and advising the debtors concerning opportunities for a
transaction involving the potential sale of the stock or substantially all
of the assets of Prism Enterprises, Inc.

Specifically, WL Ross will:

      * Assist in performing financial analyses of the business operations,
        present financial condition and future prospects of Prism;

      * Prepare, in consultation with the debtors, an offering memorandum
        describing Prism and its business;

      * Develop, update and review with the debtors a list of potential parties    
        to a Transaction and contact parties on the List as approved by the
        debtors;

      * Assist and advise the debtors in evaluating any Transaction;

      * As requested, participate and assist the debtors in negotiations with
        respect to any Transaction;

      * Advise and assist the debtors' management in making presentations to
        the debtors' Board of Directors with respect to any Transaction; and

      * As requested, and if appropriate, render an opinion to the debtors'
        Board of Directors as to the fairness from a financial point of view to
        the debtors' shareholders of the consideration to be received in
        respect of a Transaction.

The Debtors agree to pay a commission based on an escalating scale:

      * 5% of consideration (as defined in the Engagement Letter) up to $1
        million; plus
   
      * 4% of consideration between $1 million and $2 million; plus

      * 3% of consideration between $2 million and $3 million; plus

      * 2% of consideration between $3 million and $4 million; plus

      * 1% of consideration in excess of $4 million.


GREAT TRAIN STORE: Lease Auction Slated for June 29
---------------------------------------------------
The debtors, The Great Train Store Company, et al. seek entry of a court
order setting a date to conduction an auction of or otherwise sell the
debtors' interests in certain real property leases; and approving bidding
procedures and terms and conditions of such auction; establishing cure
amounts and altering lease procedures; approving rejection of certain leases.

The debtors have determined that an auction of their leases will enable
them to realize the most value from the leases.  The debtors request that
the court establish June 27, 2000 at noon as the time to submit written
bids in accordance with the procedures, and to establish June 29, 2000 at
10:30 AM as the date and time of the Auction.

Scheduling the bidding deadline and Auction as requested will allow the
debtors to minimize unnecessary administrative expenses.  The debtors will
seek to reject those leases which are not purchased at auction.


HEDSTROM HOLDINGS: Debtors Propose Key Employee Retention Program
-----------------------------------------------------------------
Hedstrom Holdings, manufacturers and marketers of well-established children's
leisure and activity products, propose to implement a limited program of
retention bonuses to encourage certain key employees to continue their
employment with the debtors through March 30, 2001.  The Key Employees whom
the debtors propose to cover under the Retention Program comprise 39
management positions.  The aggregate cost of the Retention Program,
assuming all the key employees are eligible for all payments and a plan of
reorganization does not become effective before March 30, 2001 is
approximately $1.45 million.


INACOM: DecisionOne Prepared to Provide On-Going Customer Support
-----------------------------------------------------------------
DecisionOne Corporation says it is prepared to offer immediate technology
support services to Inacom customers who are faced with an interruption in
service as a result of Inacom's Chapter 11 filing on June 16, 2000.  
DecisionOne says it has formed a special task force to assess customers'
unique support requirements, structure rapid transition plans and provide
uninterrupted service to Inacom customers who have immediate and long-term
needs.  For a discussion of strategic options and customized support
solutions, DecisionOne invites Inacom customers to call Bill Beaumont,
DecisionOne's Vice President of Marketing, at 610-725-2510.
  

INACOM: AlphaNet Solutions Says It Will Provide Customer Support Too
--------------------------------------------------------------------
AlphaNet Solutions, Inc., stepped forward to say that it is offering support
to the former employees and customers of Inacom Corp. in the northeast region.  
Following Inacom's June 16 announcement that it would be shutting down
operations, AlphaNet began working with Inacom employees to provide
assistance.
  
"AlphaNet has been offering support to Inacom employees since the Friday
announcement," said Donald Deieso, president & CEO of AlphaNet Solutions, Inc.
"We have encouraged Inacom employees to call our human resources department to
discuss opportunities."  Inacom customers are invited to call AlphaNet at 800-
257-4263 or view AlphaNet's career opportunities at
http://www.alphanetsolutions.com. Additionally, AlphaNet has put in place an  
emergency response plan for Inacom customers.  The dedicated phone line for
that service is 800-257-4263, extension 3166.
  
"Inacom customers remain in need of quality IT services and support," said
Dr. Deieso.  "Our intent is to make this transitional period as seamless as
possible for them.  AlphaNet has the infrastructure, experience, and stability
to provide services that enable companies to win in today's marketplace."
  

INACOM: ENTEX IT Service Implements Program to Transition Inacom Customers
--------------------------------------------------------------------------
ENTEX IT Service, Inc., unveiled a comprehensive program to provide continuity
services to customers impacted by Inacom's June 16th Chapter 11 and operations
closure announcement.  

Since Inacom's Friday announcement, ENTEX says, it has been engaged by a
number of Inacom customers to provide immediate desk-side, help desk,
break/fix, and LAN support services and has implemented processes to enable
the rapid transition of infrastructure support to ENTEX.   

"Our concern is for the former customers and employees of Inacom and we have
diligently worked to provide a smooth process to minimize the impact of this
event on customer business and on the livelihood of employees," said John
McKenna, CEO of ENTEX.  ENTEX has implemented a toll-free Inacom customer
support line, available at 800-597-2285, to initiate the process of
transitioning infrastructure management responsibilities.  An Inacom employee
hotline is also available at 800-542-1092 and ENTEX has arranged employee
conference calls for each day this week to answer questions and provide
further information about opportunities within the Siemens company to
candidates.  More information is available on the company's web site at
http://www.entex.com.
  

INACOM: Compaq Alleges Misdirection of Tens of Millions of Dollars to Lenders
-----------------------------------------------------------------------------
Custom Edge, Inc. and its parent Compaq Computer Corporation (NYSE: CPQ)
filed an objection in Inacom's bankruptcy proceedings.  In that filing,
Compaq disclosed that Inacom and its lenders have received more than $94
million in Custom Edge's funds and requested that these funds be returned to
Custom Edge.
  
Custom Edge also disclosed that, pending resolution of the dispute, Custom
Edge had withheld approximately $43 million in fees and other amounts payable
to Inacom.  "Compaq is confident that after the bankruptcy court completes its
review it will protect Custom Edge's interest in the misdirected funds and in
any other Custom Edge funds in dispute," said Jesse Greene, Compaq's Chief
Financial Officer.
  


JAYHAWK ACCEPTANCE: Debt Acquisition Moves to Convert Case to Chapter 7
-----------------------------------------------------------------------
Debt Acquisition Company of America IV, LP, The Auto Connection and Gary
Malone Motors file a motion to convert the case.  Jayhawk has deferred the
majority of the payments due on Dealer Claims under the plan.  The stock in
Jaymed is the only source of payments for Dealer Claims, and the creditors
assert that it is in their best interest that a Chapter 7 trustee be
appointed to determine the best way to maximize the value of the Jaymed
stock for the benefit of creditors, including making a determination as to
whether to sell the Jaymed stock.


MAXIM GROUP: Lead Shareholder Class Counsel Wants to Amend Complaint
--------------------------------------------------------------------
By order dated February 8, 2000, the United States District Court for the
Northern District of Georgia appointed Kirby McInerney & Squire LLP as Lead
Counsel in the consolidated securities fraud class actions filed beginning May
1999 on behalf of purchasers of shares of Flooring America, Inc. (NYSE: FRA),
then named the Maxim Group, Inc. (the "Company") (consolidated case No.
99-CV-1280).
  
The consolidated class action complaint, which was filed on April 10, 2000,
alleges that the Company and certain of its officers and directors had
committed securities fraud by, inter alia, improperly reporting artificially
inflated revenues and income. Indeed, as the Company admitted in May, July and
October of 1999, the Company had reported false and misleading financial
results for the fiscal year ended January 31, 1999, and each of the four
quarters therein. The complaint alleges that these results, admittedly
inflated by the company's improper recognition of revenues from vendor rebate
programs, misled investor who purchased stock in a company whose losses were
six times larger than it originally reported for fiscal 1999. The consolidated
complaint was brought on behalf of all investors who purchased the Company's
common stock between June 2, 1998 and July 13, 1999.
  
Based upon recent events, Kirby McInerney & Squire will seek to file an
amended consolidated complaint to take into account the Company's recent
disclosure that it continued, via further improper recognition of revenue, to
report false and inflated earnings not only for all four quarters of 1999 but
for the first two quarters of fiscal 2000 as well. The new complaint will
extend the class period to assert claims on behalf all investors who purchased
Flooring America (or Maxim) common stock between June 2, 1998 and May 22,
2000, when the Company revealed the necessity for its most recent restatement
of earnings. The amended consolidated complaint will allege a common,
continuous course of misconduct during the extended class period, and will
assert claims based on that common course of misconduct against certain
present and former officers and directors of the Company (which, on June 15,
2000, filed for bankruptcy protection).
  

MMH HOLDINGS: Needs More Time to File Schedules & Statements
------------------------------------------------------------
MMH Holdings, Inc., et al., ask the Court for an extension to and including
June 30, 2000 to file schedules and statements of financial affairs.  The
debtors contend that the extension is necessary and warranted given the size
and complexity of the debtors' bankruptcy cases and the location of books and
records of the debtors at numerous offices including at some of the offices
their non-debtor foreign affiliates.


ONEITA INDUSTRIES: Prepetition Lenders Object to Sale of Trademarks
-------------------------------------------------------------------
The prepetition lenders of Oneita Industries, Inc. object to the Trustee's
Motion for order approving the sale of trademarks owned by Oneita
Industries, Inc. saying that the collateral of the prepetition lenders
including the trademarks constitutes the property of the Prepetition
lenders which may not be sold without their express consent, and which is
required in the first instance to be turned over to the prepetition lenders
pursuant to the Lift Stay Order.  The prepetition lenders do not consent to
the sale by the Trustee of the Trademarks.  The prepetition lenders are
substantially under-secured in the Collateral.  Therefore, they argue,
that even if the Trustee has the right to sell the Trademarks without the
prepetition lenders' consent, the debtor's estate has no interest in the
Trademarks absent the agreement of the prepetition lenders to carve out
funds for a distribution to unsecured creditors.  In light of the
foregoing, the Trademarks may not be sold by the Trustee, absent the
express consent of the prepetition lenders.



PETSEC ENERGY: Houlihan Lokey to Orchestrate Sale Process
---------------------------------------------------------
Petsec Energy Ltd's (ASX: PSA and OTC BB: PSJEY) wholly-owned subsidiary,
Petsec Energy Inc, reached an agreement with its unsecured creditors committee
to sell the company.  Andrew B Miller, Matthew R Niemann, and Brett A Lowrey,
all at Houlihan Lokey Howard & Zukin Capital, LP in Los Angeles, will take the
lead role in the sale process for the benefit of Petsec's unsecured creditors.
Any sale transaction, of course, will be subject to bankruptcy court approval.

Petsec, in turn, anticipates filing a Plan of Reorganization that will
distribute the sale proceeds to creditors.  That Plan contemplates that
creditors will have no recourse against Petsec Energy Ltd.  


PHILIP SERVICES: Following Restructuring, CFO & General Counsel Call it Quits
-----------------------------------------------------------------------------
Philip Services Corp. has launched a search for a chief financial officer and
a general counsel after two executives resigned, reports Crain Communications
Inc.'s Waste News.  Philip Widman, chief financial officer, and Colin Soule,
general counsel and corporate secretary, cited personal reasons for not
relocating with the company to new corporate headquarters in Chicago, a move
scheduled for September.  Both executives said they had completed their goal
in seeing Philip through reorganization.
  


PIETRAFESA CORP.: Vince Rua Signs Letter of Intent to Buy Garment Factory
-------------------------------------------------------------------------
The Times Union reports that Vince Rua has signed a letter of intent to
purchase the assets of The Learbury Clothing Store -- a tailored men's
clothing store in Syracuse, New York -- from Pietrafesa Corp. which sought
Chapter 11 protection by filing a petition in Wilmington.  The store, Rua told
the Albany daily, is the oldest factory outlet in the country, is the retail
arm of Pietrafesa Corp., a maker of tailored men's apparel.  Rua declined to
reveal how much he will pay for the store to the Times Union.  The purchase
price, of course, will have to be disclosed to the Bankruptcy Court before a
transaction is approved.  
  

SUNPOINT SECURITIES: SIPC Paying $31 Million to Cover Investors' Losses
-----------------------------------------------------------------------
The Securities Investor Protection Corp. will pay a record $31 million to
restore stocks and cash to some 9,700 investors nationwide allegedly bilked by
Texas-based Sunpoint Securities, Inc.   Liquidation proceedings for Sunpoint
began last November.  SIPC announced the payment yesterday, the final day for
filing claims, indicating that $25 million would repay amounts misappropriated
from customer accounts and $6 million to cover administrative expenses and
trustee fees.   

A report curculated by the Associated Press recalls that, in a settlement last
month with the Securities and Exchange Commission, Sunpoint's former president
and chief executive, Van R. Lewis III, agreed to pay a civil fine to be
determined later. Lewis neither admitted to nor denied the SEC's allegations
that he violated securities laws.


TOWER AIR: Fleet Business Credit Seeks Sanctions
------------------------------------------------
In an emergency motion of Fleet Business creditor corporation for an order
of contempt against the debtor and the Chapter 11 Trustee, Fleet alleges
that the debtor is in default under a lease with Fleet, failing to pay
monthly rent for December 1999, January, February, March, April and May
2000 in the aggregate of over $3 million.  Fleet also contends that he
debtor is flying aircraft subject to a stipulation that such aircraft in
which Fleet maintains an interest would remain grounded until a business
arrangement could be reached between the parties.


UNITED COMPANIES: Plan Proposing 30% Distribution to Unsecured Proposed
-----------------------------------------------------------------------
will be held before The
Honorable Mary F. Walrath, US Bankruptcy Judge, 6th Floor, 824 Market
Street, Wilmington, Delaware at 2:00 PM.

United Companies Financial Corporation, et al., presents creditors with a plan
of reorganization premised on the closing of various Sale Transactions prior
to the Plan's Effective Date.  All remaining assets will be liquidated and the
proceeds distributed pursuant to the plan.  The Plan contemplates that the
Sale Transactions will generate $273,000,000, subject to adjustments with a
ceiling price of $315,700,000 and a floor price of $258,300,000.

With certain exceptions, upon the Effective Date, the plan provides for
distribution of a combination of cash and/or litigation trust interests to
holders of claims entitled to distributions under the plan.

The plan provides the following estimated percentage recoveries of allowed
claims or interests:

      * Bank Claim totaling $857,990.000 - 76.45%
      * Senior Note Claims totaling $229,900,000 - 50.35%
      * Borrower Litigation Claims - $14,000,000 - 30%
      * General Unsecured Claims - $20,000,000 - 30%


UNITED HOMES: Sheldon Good to Auction $30 Million Of Residential Property
-------------------------------------------------------------------------
Chicago-based Sheldon Good & Company Auctions has been retained by United
Homes, Inc. to develop a national auction program for $30 million in
residential properties.  United Homes, which filed for protection from
creditors under Chapter 11 earlier this year, has a portfolio of 313 finished
and partially finished single-family homes and home sites throughout Illinois,
Arizona and Michigan.
  
"We believe this auction offers the largest portfolio of residential
properties in a single event from a single developer," said Steve Good,
president of Sheldon Good & Company Auctions.  "Real estate auctions provide
an accelerated marketing approach that reduces the time and costs of typical
sales methods.  In addition, auctions allow the seller to offer each property
individually or in packages, and offer buyers great opportunities to purchase
quality properties."
  
According to Barry Chatz, an attorney with Kamensky & Rubinstein and
chairman of the Unsecured Creditor's Committee, "Our committee felt the
auction method would expedite the sale of these ideally located properties.
These sites are highly desirable for homebuilders or homebuyers who want to
purchase from one to dozens of homes or lots.  All of the infrastructure,
water and sewers are already in place."
  
Locations where homes will be auctioned are:
  
         Arizona:  Phoenix; Scottsdale; Cave Creek; Chandler
  
         Illinois: Waukegan; Antioch; Vernon Hills; Cary; Crystal Lake;
                   Palatine
  
         Michigan: Caledonia; Holland; Grandville
  
While exact dates and locations of the auctions have not yet been
determined, concurrent auctions will likely take place in all three states
during September 2000.  The details of the auction are scheduled to be
announced in late June.
  
The United Homes properties may be sold individually or in packages for
developers.  Sheldon Good & Company Auctions will arrange third-party
financing, as well as seminars and information packets for bidders. Additional
details will be announced as they become available.  For more information
contact Sheldon Good & Company Auctions at (312) 346-1500.  Headquartered at
333 W. Wacker Dr., Chicago, and with offices throughout the U.S. and Canada,
Sheldon Good & Company has been ranked as the nation's largest real estate
auction firm with annual sales of more than $6.5 billion in residential and
commercial real estate.


                            *********

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, Edem Alfeche and Ronald Ladia, Editors.

Copyright 2000.  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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