TCR_Public/000622.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, June 22, 2000, Vol. 4, No. 122
  
                                    Headlines

AMERITEL COMMUNICATIONS: Court Okays Settlement With USCI, Tandy and Foothill
AUTO ADMINISTRATOR: Ontario Court Approves Asset Sale to United Systems
BMJ MEDICAL: Plan Progress Earns Extension of Key Deadlines to September 15
BREED TECHNOLOGIES: Exclusive Period to File Plan Extended to September 30
CERPLEX GROUP: 7 Bondholders Present Involuntary Petition to Delaware Court

CHECKERS DRIVE-IN: Sale of 16 Rally's Locations in Florida Pulls $1,725,000
CITY BREWING: Lack of Financing Leads to Substantial Cost-Cutting Measures
CLARIDGE HOTEL: US Trustee Opposes Noteholders' Bid to Retain CIBC as Advisor
COMMERCIAL FINANCIAL: Judge Rasure Approves Settlement with Former Employees
CREDITRUST CORP.: Seven Accountholders Allege Consumer Protection Violations

DATAPOINT CORP.: Requests August 10 General Claims Bar Date
DATAPOINT CORP.: Court Approves Sale of European Operations & Name Change
DIGITAL ENTERTAINMENT: Files Chapter 7 Petition, Owing $10MM to 200 Creditors
FURNITURE.COM: Receives $27 Million in New Financing, Averting Shutdown
GENCOR INDUSTRIES: Creditors Charge Elliotts Runs Company as Personal Fiefdom

GLOBAL OCEAN: Exclusive Period Extended to September 11
GST TELECOM: Committee Selects Milbank Tweed & Morris Nichols as Counsel
GST TELECOM: Offers Employees $6.1 Million Retention Incentive Package
GULF STATES: Noteholders' Committee Objects to Disclosure Statement
HARVARD PILGRIM: Massachusetts Regulators Appoint New Board of Directors

HOUSING RETAILER: Chapter 7 Trustee Objects to Debtors' Disclosure Statement
INACOM: Business As Usual At Inacom Canada
INACOM: PC Helps Ready to Pick-Up its Share of Inacom Customers
JITNEY JUNGLE: Creditors' Committee Asks for Lessors' Committee to Disband
JUMBOSPORTS, INC.: Selling Greenville Store to Bob Jones Univ. for $1.25 Mil.

JUST FOR FEET: Shareholders Allege Advertising Rebate Scheme Inflated Profits
LAIDLAW, INC.: Moody's Downgrades Ratings on $3.4 Billion of Securities
MARQUIP, INC.: Obtains DIP Financing and Company Outlines Business Plan
NATIONAL HEALTHCARE: Negotiates Covenant Waivers
NUTRAMAX PRODUCTS: Committee Retains Otterbourg, Pepper Hamilton & M.R. Weiser

NUTRAMAX PRODUCTS: $48,000,000 DIP Facility Now in Place
PAGING NETWORK: Landenburg Recommends Notes to Get Arch Stock via Prepack Plan
PATHMARK STORES: Grocery Chain's Total Enterprise Value Fixed at $1.3 Billion
PENNCORP FINANCIAL: Plan's Effective Date Was June 13, 2000
QUAKER COAL: Files for Chapter 11 Protection in Kentucky

RANCHO LA COSTA: Case Summary and Largest Unsecured Creditor
RENCO METAL: Moody's Downgrades Sr. Notes To Caa2; Outlook Is Negative
RIDGE RUN: Case Summary and 6 Largest Unsecured Creditors
RITE-AID: Refinancing Completed and S&P Adjusts Ratings to Reflect Changes
SERVICE MERCHANDISE: Downsizes Outlet Near Headquarters

SILVER CINEMAS: Committee Voices Concerns About Terms of Jefferies Engagement
SILVER CINEMAS: Committee Troubled by Aggressive DIP Financing Terms
SUNTERRA CORP.: Abelco Finance Offers $53 Million DIP Financing Arrangement
TRANSCOASTAL MARINE: Files Voluntary Chapter 7 Petition in Houston
UNITED STATES ENRICHMENT: Plant Closure May Be Imminent

VIVAX MEDICAL: Settles Dispute with Vail Products, Inc.
WESTERN FERTILIZER: Case Summary

                                    *********

AMERITEL COMMUNICATIONS: Court Okays Settlement With USCI, Tandy and Foothill
-----------------------------------------------------------------------------
The United States Bankruptcy Court in Manhattan approved the final version of
a settlement agreement among bankrupt Ameritel Communications Inc., USCI Inc.,
Ameritel's parent, Tandy Corp. and lender Foothill Capital Corp.  The
Compromise Settlement Agreement and Mutual Release also settles on-going
litigation between USCI and Tandy pending before the 67th Judicial District
Court of Tarrant County, Texas.  Under the terms of the settlement, each party
to the suit has, among other things, released the other from all asserted and
unasserted claims between the parties. Foothill Capital, the former secured
creditor of Ameritel, has also joined in the settlement. No payment in cash or
other consideration, outside the commitments in the settlement agreement, are
required by any of the parties to the settlement.


AUTO ADMINISTRATOR: Ontario Court Approves Asset Sale to United Systems
-----------------------------------------------------------------------
United Systems Technology, Inc. (OTCBB:USTI) announced today that the Ontario
Superior Court of Justice in Bankruptcy has approved USTI's bid for the
purchase of substantially all of the assets of Auto Administrator Int'l, Inc.
USTI successfully bid US $255,700 in cash for the Auto Administrator DOS and
Windows source code and software support and licensing agreements for over 300
customers primarily located in Canada. The assets purchased also included the
accounts receivable related to these customers as well as substantially all of
the fixed assets of Auto Administrator, in both the London, Ontario and
Winnipeg, Manitoba offices. USTI is in the process of registering a wholly
owned Canadian subsidiary, USTI Canada, Inc., which will receive the assets
purchased in the transaction and serve as USTI's operating entity in Canada.
USTI Canada, Inc. will be staffed by former Auto Admin employees.


BMJ MEDICAL: Plan Progress Earns Extension of Key Deadlines to September 15
---------------------------------------------------------------------------
Finding that the Debtors established cause for a further extension of their
exclusive periods because a plan of reorganization has been proposed and is
proceeding toward confirmation as the Debtors make good-faith efforts to
resolve a handful of issues facing their estates, Judge Walrath granted BMJ
Medical Management, Inc., et al., an extension of the time within which it has
the exclusive right to propose a plan of reorganization in it chapter 11 cases
to and including July 17, 2000.  Judge Walrath granted a concomitant extension
of the Debtor's' exclusive period during which to solicit acceptances of their
plan to and including September 15, 2000.

Separately, Judge Walrath granted BMJ Medical Management, Inc., et al., an
extension of the deadline by which the Company must decide to assume, assume
and assign or reject leases of non-residential real property to and including
July 31, 2000.  

Additionally, Judge Walrath approved an extension of the maturity date for the
DIP Financing Facility provided by Paribas through the close of business on
September 15, 2000.  


BREED TECHNOLOGIES: Exclusive Period to File Plan Extended to September 30
--------------------------------------------------------------------------
As BREED Technologies, Inc., et al., wind their way through the chapter 11
process toward confirmation of their Plan of Reorganization, Judge Walrath
granted the Debtors an extension of their exclusive period during which to
propose a plan of reorganization to and including September 30, 2000.  
Further, Judge Walrath granted BREED an extension of its exclusive period
during which to solicit acceptances of that plan to and including November 30,
2000.  


CERPLEX GROUP: 7 Bondholders Present Involuntary Petition to Delaware Court
--------------------------------------------------------------------------
The ABI relates that Reuters reports seven bondholders of Cerplex Group Inc.
filed a petition with a federal court yesterday to place the company, a
provider of computer spare parts and depot repair services, in involuntary
chapter 11. According to papers filed in the U.S. Bankruptcy Court in the
District of Delaware, the holders of Cerplex's 7.75% convertible subordinated
debentures, issued April 1986 and due 2001, have claims totaling $13.5 million
plus unspecified interest. Cerplex said it was unable to make a sinking fund
payment of $404,008 in interest and $1.8 million in principal that was due
April 17. The primary petitioners include Chase Manhattan Trust Co. with a
$10.4 million claim and EZ Investment Partnership with a $1.1 million claim.


CHECKERS DRIVE-IN: Sale of 16 Rally's Locations in Florida Pulls $1,725,000
---------------------------------------------------------------------------
Checkers Drive-In Restaurants, Inc. (Nasdaq: CHKR) announced that it has sold
16 Rally's restaurants in Jacksonville and Tallahassee, Florida to Burgers &
More, Inc. of Charleston, South Carolina, a current Checkers franchisee, for
$1.725 million. Burgers & More, Inc. will operate the newly acquired Rally's
restaurants as a franchisee and will pay ongoing royalties based on sales at
the restaurants.

Burgers & More, Inc. has entered into a development agreement in conjunction
with their purchase where they have committed to adding nine new Checkers
locations over the next five years.

In a separate transaction, the Company has sold its modular restaurant
manufacturing facility located in Clearwater, Florida to Robotic Parking, Inc.
for $1.75 million. The Company is in the process of identifying vendors to
produce modular restaurant buildings for future restaurant openings. Checkers
Drive-In Restaurants intends to use the net proceeds from these transactions
to further reduce existing debt.

Daniel J. Dorsch, president and chief executive officer of Checkers, stated,
"We are focused on turning this company around. Our mission is to operate
profitably while growing responsibly. Selling restaurants to new and existing
franchisees was a necessary step to bring a new culture to the company.
Selling the manufacturing facility is one of many actions we are taking to
position the company to concentrate on operating restaurants. Our future
success is based on selling great-tasting, quality food, and manufacturing
does not fit with that plan." Dorsch continued, "We have now sold a total of
151 restaurants to franchisees and entered into new development agreements for
85 additional stores with the close of the purchase agreements. We expect to
complete additional transactions very shortly."

  
CITY BREWING: Lack of Financing Leads to Substantial Cost-Cutting Measures
--------------------------------------------------------------------------
The Associated Press reports that City Brewing Co. sent 30 employees home,
reducing its labor force by half.  This news follows disclosures that the
company can't replenish its stock of cans and bottles, for want of money and
trade credit.  City Brewing President Randy Smith says a Chicago bank just
launched a foreclosure on a $4.5 million loan. Further, New York-based
Platinum Holdings Inc., failed to provide $1 million into the business as
promised a couple of weeks ago.  


CLARIDGE HOTEL: US Trustee Opposes Noteholders' Bid to Retain CIBC as Advisor
-----------------------------------------------------------------------------
Indemnification provisions buried in an engagement letter between (a) the
Official Committee of Unsecured Noteholders in The Claridge Hotel and Casino
Corporation chapter 11 cases and (b) CIBC World Markets Corp. are
objectionable to Patricia A. Staiano, the United States Trustee for Region
III.  The Committee, as previously reported in the TCR, wants to retain CIBC
as its financial advisor and consultant to evaluate restructuring proposals
and other transactions.  

The U.S. Trustee charges that indemnification provisions which hold a
bankruptcy estate liable for possible claims against CIBC are unwarranted and
not in the best interest of the estate.  The U.S. Trustee points Judge
Wizmur's attention to In re Dailey International, Inc., Case No. 99-1233 (PJW)
(Bankr. D. Del. July 1, 1999), where Judge Walsh held indemnification
provisions requested by Ernst & Young inappropriate.  

Kevin Sullivan, Esq., is the Attorney-Advisor from the Office of the U.S.
Trustee assigned to prosecute Ms. Staiano's objection before the Judge Wizmur
in Camden, New Jersey.  


COMMERCIAL FINANCIAL: Judge Rasure Approves Settlement with Former Employees
----------------------------------------------------------------------------
U.S. Bankruptcy Judge Dana L. Rasure put her stamp of approval on a debtor-
proposed program allowing 1,367 former employees of Commercial Financial
Services Inc. to receive one week's pay.  Each payment, however, is
conditioned on an individual former employee agreeing not to sue CFSI for
failing to provide notice under the Federal WARN Act and any other applicable
law.  

The once 3,900-strong company has been reduced now to five full-time employees
who spend their time forwarding checks and letters to the appropriate
servicer.  CFS filed for Chapter 11 protection from creditors Dec. 11, 1998,
laid off half its staff Jan. 8, 1999, and finally ceased operations on June
23, 1999.


CREDITRUST CORP.: Seven Accountholders Allege Consumer Protection Violations
----------------------------------------------------------------------------
The Associated Press reports that Creditrust Corp. faces $2 million in
lawsuits brought by seven people alleging violations of the Maryland Consumer
Protection Act. The financially troubled Woodlawn-based company collects and
manages delinquent credit card accounts.  The seven debtors say that
Creditrust makes false promises and charges exorbitant fees.  

Joanne Suder, Esq., in Baltimore, represents the seven plaintiffs. The
lawsuits were filed in Baltimore City Circuit Court.

These lawsuits, are just the latest headache for Creditrust, the AP notes, as
the Company has already announced defaults on debt payments and its auditors
have expressed doubt about the Company's ability to continue as a going
concern.  
  

DATAPOINT CORP.: Requests August 10 General Claims Bar Date
-----------------------------------------------------------
Over 95% of the claims against Datapoint Corporation are accounted for by
$55,000,000 owed to the holders of publicly traded Debentures issued by the
Company prior to its bankruptcy filing.  To flush out all claims against its
estate, Datapoint asks Judge Walsh to fix a deadline by which all creditors
must file a proof of claim against its estate or be forever barred from
asserting such claim.  Jason W. Staib, Esq., of Morris, Nichols, Arsht &
Tunnell in Wilmington, serving as local counsel to Datapoint, suggests that an
August 10, 2000, Bar Date would provide ample time for Bankruptcy Services,
LLC, to mail claim packets and for creditors to complete and return proof of
claim forms.  


DATAPOINT CORP.: Court Approves Sale of European Operations & Name Change
--------------------------------------------------------------------------
Datapoint Corp. announced Friday that the U.S. Bankruptcy Court for the
District of Delaware approved the previously reported sale of its European
operations, headquartered in Paris, and certain U.S. Assets to Datapoint NewCo
I Ltd. for $49.5 million in cash, less certain adjustments, including an
adjustment in the event that the aggregate shareholder deficit of the European
operations exceeds $10.0 million at closing, according to a newswire report.
The sale is expected to close within 30 days, and the company said it intends
to file a chapter 11 reorganization plan. In addition, the court approved the
company's name change to Dynacore Holdings Corp. The San Antonio-based company
specializes in the design, integration and maintenance of data, voice and
networking communications solutions, including call center and computer-
telephony integration.  (ABI 19-Jun-2000)


DIGITAL ENTERTAINMENT: Files Chapter 7 Petition, Owing $10MM to 200 Creditors
-----------------------------------------------------------------------------
An article in The Los Angeles Times relates that Digital Entertainment Network
filed for Bankruptcy Court liquidation owing more than $10 million to more
than 200 creditors.  The company, also known as DEN, is considered one of the
highest-profile Internet firms to end in bankruptcy.  The filing in Los
Angeles was expected after the closing of its office in Santa Monica and
dismissed more than 100 employees.
  

FURNITURE.COM: Receives $27 Million in New Financing, Averting Shutdown
--------------------------------------------------------------------------
Furniture.com, which had been on the verge of shutting down, received a $27
million cash infusion from a CMGI-led investor group, according to a newswire
report. Chief Executive Andrew Brooks said he met with bankruptcy lawyers on
June 12 to explore the company's options. Furniture.com, a 2-year-old company
based in Framingham, Mass., was among several Net firms that went public just
before the stock market's downturn. The company recently withdrew its initial
public offering, which was filed in January, and cut 12 percent of its
workforce in April. Although it said it received 19.6 million customer orders
during the first quarter (which was a 46 percent jump from the prior quarter),
the Boston Globe reported that the company had trouble raising money from its
previous backers. In its January filing with the Securities and Exchange
Commission, the company said that it lost $46.5 million in 1999 and that its
cash reserves totaled $31 million.  (ABI 21-Jun-2000)


GENCOR INDUSTRIES: Creditors Charge Elliotts Runs Company as Personal Fiefdom
-----------------------------------------------------------------------------
"Creditors say executives at Gencor Industries Inc. gave themselves big salary
increases, cashed in on stock and secretly sold assets -- all as the company
battled a crippling financial crisis, [and] Gencor officials also tried to
mask losses at subsidiaries and misused millions of dollars from a customer
that was intended for a citrus-plant project," Susan G. Strother writes in an
article appearing in the Orlando Sentinel.  Ms. Strother points to pleadings
presented by seven angry creditors to Bankruptcy Judge Karen Jennemann in
Orlando in a pitch to have the company placed into involuntary bankruptcy and
for appointment of a trustee.  Gencor has established a "clear pattern of
gross mismanagement, incompetence, self-dealing and deceit," the seven
creditors charge, mincing no words when it comes to their feelings about the
company's management.  The Elliotts have run Gencor as their "personal
fiefdom," court documents state.  Judge Jennemann has sent the company and the
seven creditors to mediation and required that Gencor start turning over non-
public financial records.


GLOBAL OCEAN: Exclusive Period Extended to September 11
-------------------------------------------------------
Everyone's worked diligently to bring these chapter 11 cases to a quick
conclusion, a plan and disclosure statement have been filed, and that plan is
making its way toward confirmation, Global Ocean Carriers Limited, et al.,
tell Judge Walrath.  Against that backdrop, the Debtors assert, cause exists
for (1) an extension of their exclusive period during which to file a plan of
reorganization through September 11, 2000, and (2) an extension of their
exclusive period during which to solicit acceptances of that plan through
November 10, 2000.  

"The Debtors seek this extension of the Exclusive Periods to afford it time to
complete the plan confirmation process which is already under way," Edward J.
Kosmowski, Esq., of Young Conaway Stargatt & Taylor, LLP tells Judge Walrath.  


GST TELECOM: Committee Selects Milbank Tweed & Morris Nichols as Counsel
------------------------------------------------------------------------
The Official Committee of Unsecured Creditors of GST Telecom, Inc., et al.,
whose membership consists of:

      * Magten Asset Management;
      * Cerberus Capital Management, L.P. (Mark Neporent, Committee Chair);
      * Nortel Networks;
      * United States Trust Company of New York;
      * United States Trust Company, N.A.;
      * NCTF Capita; (ex officio member); and
      * Oaktree Capital Management, LLC (ex officio member);

tells the Delaware bankruptcy court that it selected Milbank, Tweed, Hadley &
McCloy LLP as its lead counsell and Morris, Nichols, Arsht & Tunnell as its
local counsel.  From Los Angeles, Paul S. Aronzon, Esq., and Thomas R.
Kreller, Esq., lead the Milbank team in the GST engagement.  Robert J. Denney,
Esq., and Gregory W. Werkheiser, Esq., are the lead attorneys at Morris
Nichols in the Firm's representation of the Committee.  

Milbank agrees to bill at its customary hourly rates, now $200 to $600 per
hour for work performed by its attorneys and $115 to $160 per hour for work
performed by legal assistants.  The Committee asks the Court to approve the
retention nunc pro tunc to May 17, 2000.  


GST TELECOM: Offers Employees $6.1 Million Retention Incentive Package
----------------------------------------------------------------------
GST Telecommunications, to keep employees from jumping ship, proposes to spend
$6.1 million while the company is being reorganized or readied for sale.  
Employee confidence was shaken severely after Time Warner Telecom backed out
of its deal to plan to acquire GST for $450 million.  An auction for GST's
assets is now scheduled for August 4 by the U.S. Bankruptcy Court in Delaware.  
Employees are nervous and are being courted by competitors.  If there's going
to be anything left to sell in August, GST needs to retain its employees.  The
Company will pressent its retention incentive plan to the Delaware bankruptcy
court on June 23.

  
GULF STATES: Noteholders' Committee Objects to Disclosure Statement
-------------------------------------------------------------------
The Official Committee of Holders of the 13.5% First Mortgage Notes due April
15, 2004, issued by Gulf States Steel. Inc. of Alabama, objects to the
Debtor's request for approval of the Disclosure Statement filed in support of
its First Amended Plan of Reorganization.  The Noteholders' Committee makes no
secret that it does not support, will not support, and will encourage
creditors to vote against the Debtor's Plan.  The Disclosure Statement, the
Noteholders tell Judge James S. Sledge, is deficient because it does not make
that statement.  The Disclosure Statement is further deficient, the
Noteholders say, because the Debtor has already indicated that it plans to
further amend the Plan.  

And the changes to the Plan aren't minimal, Lawrence M. Handlesman, Esq., of
Stroock & Stroock & Lavan, representing the Noteholders' Committee says, those
"changes will have a significant impact on creditor recoveries."  


HARVARD PILGRIM: Massachusetts Regulators Appoint New Board of Directors
------------------------------------------------------------------------
"Regulators this week appointed a new 10-member board of directors for Harvard
Pilgrim Health Care Inc., one of the steps required by the Massachusetts
Supreme Judicial Court before ending state receivership," The Wall Street
Journal Reports, observing that "with just two doctors, the board is far
different from the one that presided when the financially ailing health-
maintenance organization went into receivership earlier this year."


HOUSING RETAILER: Chapter 7 Trustee Objects to Debtors' Disclosure Statement
----------------------------------------------------------------------------
Jeoffrey L. Burtch, serving as the Chapter 7 Trustee overseeing the
liquidation of Ted Parker Home Sales, Inc., and Carolina Home Sales, Inc.,
objects to the Disclosure Statement filed in support of a chapter 11 plan of
reorganization presented by those entities' parent company, Housing Retailer
Holdings, Inc.  It is clear to Mr. Burtch that Ted Parker and Carolina Homes
hold significant claims against their parent.  The chapter 11 plan on the
table attempts to thwart his efforts to recover value from the parent company
for the benefit of the operating subsidiaries' creditors.  

To meet the disclosure standard required by 11 U.S.C. Sec. 1125, Adam Singer,
Esq., of Cooch and Taylor in Wilmington, serving as counsel to the Trustee,
asserts, the Parent's Disclosure Statement needs to present information about
all of the Intercompany Claims arising from (a) the Parent's receipt of
dividend payments while the Operating Subsidiaries were insolvent and (b) how
the Parent breached its fiduciary obligations to the Operating Subsidiaries.   
Certainly, the Trustee suggests, those Intercompany Claims have a significant
impact on the feasibility of the Parent's proposed chapter 11 plan.


INACOM: Business As Usual At Inacom Canada
------------------------------------------
Inacom Corp. filed for protection in the United States under Chapter 11 of
the Bankruptcy Protection Act on Friday, June 16, 2000. Inacom U.S. had been
unable to find a buyer for its service organization. However, operations at
Inacom Information Systems Ltd., (Inacom Canada), a licensee of the Inacom
trademark in Canada, are unaffected by the developments in the United States.

It is business as usual at Inacom Canada, a Canadian-owned and financed
technology management services company.  Profitable since its inception in
1997, Inacom Canada continues to be a leading infrastructure product and
services provider with extensive experience in delivering high-quality,
practical solutions in response to its clients' IT infrastructure needs.
Inacom Canada's focus is to help its clients manage their infrastructure in a
way that results in operational efficiencies and enables them to take full
advantage of today's dynamic e-Business economy.


INACOM: PC Helps Ready to Pick-Up its Share of Inacom Customers
---------------------------------------------------------------
"Inacom Corporation (NYSE:ICO), succumbing to the burden of growing financial
problems and increased competition, filed for bankruptcy on Friday, June 16,
2000, leaving hundreds of clients holding the proverbial "support bag."
In the midst of this sudden and confusing turn of events, PC Helps Support,
Inc. is offering Inacom's clients a solution - a fast-track program that can
absorb a company's help desk call volume on off-the-shelf software
applications," PC Helps Support states in a press release issued earlier this
week.


JITNEY JUNGLE: Creditors' Committee Asks for Lessors' Committee to Disband
--------------------------------------------------------------------------
The Creditors Committee in the Jitney Jungle (Jackson, MS) Chapter 11 Case has
filed a motion seeking to have the US Bankruptcy Court disband the Lessors
Committee recently appointed by the US Trustee.  Meanwhile, F&D Reports
speculates in its weekly Scrambled Eggs newsletter, the Lessors Committee has
formally organized itself and retained counsel, who will undoubtedly oppose
the Committee's motion, scheduled to be heard on June 29.



JUMBOSPORTS, INC.: Selling Greenville Store to Bob Jones Univ. for $1.25 Mil.
-----------------------------------------------------------------------------
Subject to bankruptcy court approval, Jumbosports, Inc., agrees to sell its
store located at 3150 Wade Hampton Boulevard in Greenville, Sourth Carolina to
Bob Jones University for $1,250,000 in cash.  

To assure the Court and creditors that the highest and best price is obtained
for the property, BJU agrees to subject its offer to a competitive bidding
process.  Buyers willing to pay at least $10,000 more, in cash, should contact
Charles A. Postler, Esq., at Stichter, Riedel, Blain & Prosser, P.A., in
Tampa, Florida, at 813/229-0144 by July 3, 2000.  



JUST FOR FEET: Shareholders Allege Advertising Rebate Scheme Inflated Profits
-----------------------------------------------------------------------------
Just for Feet Inc. shareholders accuse the Birmingham shoe retailer of using
rebates from an advertising agency to inflate its revenue before filing for
bankruptcy last year, a report appearing in The Wall Street Journal says.  The
shareholders' federal lawsuit alleges that Just for Feet asked a local
advertising agency to overcharge it for services, then listed rebates from the
agency as revenue or money owed in order to improve its balance sheet. An
attorney for former CEO Harold Ruttenberg tells the Journal that the lawsuit
is without merit.


LAIDLAW, INC.: Moody's Downgrades Ratings on $3.4 Billion of Securities
-----------------------------------------------------------------------
Moody's Investors Service lowered the ratings of Laidlaw Inc. senior unsecured
debt (to Ca from Caa2) and bank debt (to Caa3 from Caa1), and Greyhound Lines,
Inc. (senior unsecured to Caa1 from B3). Moody's notes that Laidlaw missed the
interest due May 15, 2000 of certain debt securities and subsequently declared
an interest moratorium on all holding company debt. The grace period for the
missed interest expires today and the bondholders could declare a default and
accelerate payment of principal if the interest is not paid. Irrespective of
the outcome, the rating actions are based on Moody's views of potential
recovery value for debt holders and completes Moody's rating review. Ratings
on Greyhound's debt reflect the protections provided by the covenants in
Greyhound's public debentures and Laidlaw's statement that the interest
moratorium does not apply to subsidiary debt. Laidlaw's intent to restructure
its debt obligations at the holding company level to reflect the cash flow of
the core bus units and the company's still high overall indebtedness could
take some time even if healthcare asset sales can ultimately be completed, in
Moody's view.

The ratings lowered are:

      * Laidlaw, Inc. - notes, debentures, and pollution control revenue bonds
        to Ca from Caa2; issuer rating to Ca from Caa2; $1.5 billion Bank
        Revolving Credit Facility to Caa3 from Caa1; and shelf registration for
        the issuance of senior debt to (P)Ca from (P)Caa2.

      * Laidlaw One, Inc. - guaranteed exchangeable notes, which are guaranteed
        by Laidlaw, Inc., to Ca from Caa2

      * Greyhound Lines, Inc. senior unsecured Notes to Caa1 from B3.

Laidlaw reported consolidated debt as of February, 2000 of approximately $3.4
billion, and subsequently advised that $1.25 billion was outstanding under its
bank credit agreement within that total. However, claims on Laidlaw' assets
could be considerably higher depending on Laidlaw's further obligations with
respect to its Safety-Kleen investment. Such claims could include guarantees
on certain debt, residual obligations for environmental clean-up sites and
lawsuits. Safety-Kleen, and its subsidiaries, filed for bankruptcy protection
on June 9, 2000.

Laidlaw's healthcare business was recently written down to a carrying value of
$830 million and the business has been for sale since late 1999. Because of
the continuing difficult overall healthcare environment and the particular
challenges for reimbursement of ambulance services, any disposition of
Laidlaw's units could take some time to complete and the proceeds may be less
than the carrying value, in Moody's view.

Moody's notes that Laidlaw is a leader in its core bus transportation business
of municipal and school bus routes and Greyhound's lines. The business
generates reasonably stable cash flow, although somewhat seasonal in nature.
Although a number of similar bus businesses have been sold recently, Moody's
believes that the multiples used to value Laidlaw's business should be
discounted considerably from multiples seen in recent sales. This is because
there are currently a smaller number of viable strategic buyers and a weak
high yield bond market limits funding sources for potential financial buyers
and, the prices paid in many recent transactions included a premium for
strategic positioning by the buyers and merger synergies that may not be
achievable under current market conditions, in Moody's opinion. Further, as
much of Laidlaw's bus business involves municipal contracts that need to be
re-bid on a regular basis, a bankruptcy filing by Laidlaw could weaken its
position during the re-bid process and would reduce values of the bus business
considerably, in Moody's view. The transportation units generated income from
operations of $127 million for the first six months of Laidlaw's fiscal year,
although Moody's notes that the first six months are usually the seasonal low
point for the business.

Moody's differentiates ratings on the bonds versus the bank debt, by rating
the bank debt one refined rating notch higher than the senior unsecured bonds.
The bank debt of Laidlaw, Inc. is guaranteed by Laidlaw Transportation, Inc.,
a U.S. holding company which indirectly owns a relatively large portion of
Laidlaw's total assets. This guaranty provides the potential for somewhat
better recovery for the bank lenders versus the senior unsecured holders.
However, in Moody's opinion, the priority of claim under liquidation could be
limited in this case taking into account, among other factors, limitations on
subsidiary debt and negative pledge provisions in bond indentures that preceed
the date of the current bank agreement.

Laidlaw, Inc., headquartered in Burlington, Ontario, Canada, is North
America's largest provider of school busing, municipal transit services,
patient transport, and emergency room physician management.


MARQUIP, INC.: Obtains DIP Financing and Company Outlines Business Plan
-----------------------------------------------------------------------
Judge Thomas S. Utschig approved an $8,000,000 DIP financing pact for
Wisconsin-based Marquip, Inc.  Marquip, as previously reported in the TCR,
filed a chapter 11 petition in the Western District of Wisconsin, attributing
its financial troubles to a downturn in the corrugated industry.  

Marquip anticipates it will shutter its plant in Madison, Wisconsin, and will
consolidate operations at its Phillips, Wisconsin, headquarters.  More than
350 people have been laid off since February, but no further layoffs are
expected.
  
James D. Sweet, Esq., of Murphy & Desmond, S.C., in Madison, Wisconsin,
represents the debtor.  Mark L. Metz, Esq., of Reinhart, Boerner, Van Dueren,
Norris and Rieselbach, S.C. of Milwaukee represent the Creditors' Committee.  
Thor Lundgren, Esq., and Ann Smith, Esq., of Michael, Best & Friedrich, S.C.
in Milwaukee represent the secured lenders.


NATIONAL HEALTHCARE: Negotiates Covenant Waivers
-------------------------------------------------
National HealthCare Corporation (AMEX:NHC), one of the nation's oldest
publicly traded long-term health care companies, said its negotiations for a
waiver continue for a previously disclosed default on certain covenants on a
loan it guarantees.  First, all principal and interest payments on all loans
are current. Second, negotiations continue with the lenders to waive the
default. NHC provides services to 105 long-term health care centers with
13,917 beds. NHC also operates 34 homecare programs, six independent living
centers and assisted living centers at 17 locations. NHC's other services
include managed care specialty medical units, Alzheimer's units and a
rehabilitation services company.



NUTRAMAX PRODUCTS: Committee Retains Otterbourg, Pepper Hamilton & M.R. Weiser
------------------------------------------------------------------------------
The Official Committee of Unsecured Creditors asks Judge Walrath for
permission to retain:

      (A) New York-based Otterbourg, Steindler, Houston & Rosen, P.C., as its
lead bankruptcy counsel;

      (B) Pepper Hamilton LLP as its local counsel for routine appearances
before the Delaware bankruptcy court; and

      (C) M.R. Weiser & Co., LLP as its accountants;

nunc pro tunc to May 12, 2000, in the chapter 11 cases commenced by Nutramax
Products, Inc., et al.  

Edward Humphrey of Cargill, Inc., chairs the Creditors' Committee.  Scott L.
Hazen, Esq., is the partner in charge at Otterbourg.  David B. Stratton, Esq.,
at Pepper Hamilton, leads local representation of the Committee's interests in
Nutramax's cases.  Andrew W. Plotzker leads the team at M.R. Weiser working on
the Nutramax cases.



NUTRAMAX PRODUCTS: $48,000,000 DIP Facility Now in Place
--------------------------------------------------------
Judge Walrath gave her final stamp of approval for Nutramax Products, Inc., et
al., to enter into and borrow under a $48,000,000 superpriority debtor-in-
possession financing facility.  The DIP Facility will be used to:

      (A) immediately pay $32,500,000 to Fleet National Bank in partial
          satisfaction of the Debtors' prepetition loan obligations under a
          1996 Credit Agreement; and

      (B) fund Nutramax' on--going working capital needs.  

The DIP Facility is underwritten by:

The CIT Group/Business Credit, Inc., is underwriting $30,000,000 of the DIP
Facility, providing $20,000,000 of revolving credit and a $10,000,000 term
loan.  The remaining $18,000,000 of financing is provided, with rights junior
to CIT, by Cape Ann Investors, LLC, Peritus Capital Partners LLC and Bernard
J. Korman.  

Robert J. Graves, Esq., of Jones, Day, Reavis & Pogue in Chicago serves as
counsel to CIT.  Gerald C.. Bender, Esq., of Fried, Frank, Harris, Shriver &
Jacobson and Laura Davis Jones, Esq., of Pachulski, Stang, Ziehl, Young &
Jones, P.C., serve as counsel to Nutramax.  


PAGING NETWORK: Landenburg Recommends Notes to Get Arch Stock via Prepack Plan
------------------------------------------------------------------------------
Ladenburg Thalmann & Co.'s High Yield Division raised its rating on Paging
Network's (OTC Bulletin Board: PAGE) senior subordinated notes to STRONG BUY
from HOLD last week.  Further, Ladenburg Thalmann initiated coverage of Arch
Communication Group's (OTC Bulletin Board: APGR) 10.875% senior discount notes
with a BUY rating.  

On Nov. 8, 1999, LT&C recalls, Paging Network and Arch Communications Group,
Inc. announced the signing of a definitive merger agreement.  The proposed
transaction will combine the Number 1 and 2 players in the paging industry,
creating an entity with approximately 14.5 million subscribers and a 30%
market share at the time of the merger. Since the announcement, meaningful
progress has been made and Ladenburg Thalmann believes the merger will be
finalized by mid- to late-September, through a pre-packaged bankruptcy. Upon
consummation, the Paging Network notes will be converted into the common
shares of Arch.
  
For a copy of the report, telephone Mr. Reid Dabney in Ladenburg Thalmann's
High Yield Division at (310) 444-9135 or (888) 838-6650.


PATHMARK STORES: Grocery Chain's Total Enterprise Value Fixed at $1.3 Billion
-----------------------------------------------------------------------------
The prepackaged chapter 11 plan of reorganization proposed by Pathmark Stores,
Inc., is premised on a total enterprise value of $1.3 billion.  That
valuation, a report appearing in The Star-Ledger observes, is significantly
less than the $1.75 billion Royal Ahold NV was offering to pay for the grocer
last year. The valuation is part of the disclosure statement sent to investors
adding details to the story of Pathmark's failed merger with Ahold. As widely
reported, Pathmark plans to file a prepackaged Chapter 11 case in a few weeks'
time.  


PENNCORP FINANCIAL: Plan's Effective Date Was June 13, 2000
-----------------------------------------------------------
Weil, Gotshal & Manges LLP, counsel to PennCorp Financial Group, Inc., advises
the United States Bankruptcy Court for the District of Delaware that,
following confirmation of the Plan of Reorganization, dated April 25, 2000,
proposed by the Debtors and the Unofficial Committee of Preferred
Shareholders, the Effective Date of the Plan occurred on June 13, 2000, and
the Plan has been substantially consummated.  Pursuant to the terms of the
Plan, PennCorp assumed its new name, Southwestern Life Holdings, Inc.


QUAKER COAL: Files for Chapter 11 Protection in Kentucky
--------------------------------------------------------
From Pikesville, Kentucky, the Associated Press reports that Quaker Coal Co.
Inc., and all of its subsidiaries, including Branham & Baker Coal Co., filed
for Chapter 11 bankruptcy protection.  Donn Chickering, owner and chief
executive officer, suggests that the decision to file was driven by weak
prices in the coal market. Quaker sells coal, primarily in the domestic steam
market, produced from mines it operates in Kentucky, Ohio, and West Virginia.  
Revenues for the year ended Dec. 31, 1999, were approximately $275 million on
sales of more than 11 million tons, the AP relates.   



RANCHO LA COSTA: Case Summary and Largest Unsecured Creditor
------------------------------------------------------------
Debtor: Rancho La Costa Elfin Forrest
         1235 Hotel Circle So.
         San Diego, CA 92108

Chapter 11 Petition Date: June 13, 2000

Court: Southern District of California

Bankruptcy Case No.: 00-05975

Judge: Louise DeCarl Adler

Debtor's Counsel: Ruben F. Arizmendi
                   110 West "C" Street
                   Suite 1201
                   San Diego, CA 92101
                   Telephone (619) 231-0460
                   E-mail: rfa52@aol.com

Total Assets: $ 2,500,000

Total Debts: $ 1,213,894

Largest Unsecured Creditor

American Waste Transport, Inc.
c/o Michael M. Daly
8910 University
Center Lane
Suite 550
San Diego, CA 92122                 Disputed              $ 600,000


RENCO METAL: Moody's Downgrades Sr. Notes To Caa2; Outlook Is Negative
----------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Renco Metals, Inc.,
lowering the rating for its $150 million of guaranteed 11.5% senior notes due
2003 to Caa2 from B3, lowering the company's senior implied rating to Caa1
from B2, and lowering its senior unsecured issuer rating to Caa3 from Caa1.
The rating outlook was changed to negative from stable.

The downgrade reflects further slippage in Renco Metal's sales, cash flow, and
liquidity since Moody's lowered its ratings on the company in April 1999. For
the six months ended April 30, 2000, Renco Metal's operating income and EBITDA
were $3.8 million and $7.9 million, respectively, compared to cash interest of
$9.0 million. These recent results are about $9 million less than the company
reported for the first six months of 1999, primarily due to 8% lower magnesium
shipments and 6% lower magnesium prices. The company's inability to cover
interest from operating cash flow exacerbates the liquidity concerns that led
to Moody's April 1999 downgrade.

Moody's does not see volume and pricing pressure from imported magnesium
abating in the foreseeable future. In fact, the start-up of Noranda's Magnola
Project in 2000 could further impact Renco Metals, especially if antidumping
and countervailing duties on Canadian imports, currently the subject of
"sunset reviews" by the International Trade Commission and the Department of
Commerce, were revoked. Furthermore, the recent improvements in Renco Metal's
steel business (Sabel Industries, Inc.) could be short-lived if U.S. steel
prices come under pressure, as appears to be the case.

Renco Metal remains committed to higher-than-normal capital expenditures at
its Magcorp subsidiary for new electrolytic cell technology, although the
project has been scaled back and delayed somewhat because of the company's
reduced operating cash flow. Approximately $31 million is expected to be spent
between 2000 and 2002 for the electrolytic cell conversion. The new technology
is required, practically speaking, as it should ensure compliance with future
environmental standards and improve manufacturing efficiency.

Renco Metal's weaker cash flow has accelerated the company's consumption of
cash and revolving credit utilization compared to Moody's April 1999 forecast.
As of April 30, 2000, Renco Metals had unused revolving credit availability of
$24 million ($21.8 million of this is available to Magcorp). This is likely to
be reduced on July 1, following the payment of $8.6 million in semiannual bond
interest. Without relief from improved magnesium prices and sales, the
company's operating and capital spending plans may experience additional
restrictions due to lack of liquidity.

Renco Metal's considerable debt, $161 million on April 30, 2000, and negative
equity provide very little protection to unsecured creditors. Its assets total
$125 million. The company's revolving credit facilities are secured by
receivables and inventories. The $150 million of 11.5% notes, due 2003, are
general unsecured obligations of Renco Metals, and are unconditionally and
fully guaranteed, jointly and severally, on a senior unsecured basis by its
two subsidiaries, Magcorp and Sabel.

Renco Metals, Inc., headquartered in Salt Lake City, is a holding company with
two operating companies, Magnesium Corporation of America, engaged in the
production and sale of magnesium and magnesium alloys, and Sabel Industries,
Inc., involved in the steel service center, scrap metal and rebar businesses.

  
RIDGE RUN: Case Summary and 6 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ridge Run Limited Partnership,
         A Partnership
         c/o Dakota West Inc.
         1800 E. Sahara Ave #107
         Las Vegas, NV 89104

Chapter 11 Petition Date: June 13, 2000

Court: District of Nevada

Bankruptcy Case No.: 00-14352

Judge: Linda B. Riegle

Debtor's Counsel: T. James Truman
                   6900 Westcliff Dr #515
                   Las Vegas, NV 89128
                   Tel:(702) 256-6000

Total Assets:   $ 2,000,450
Total Debts:    $ 1,310,654

6 Largest Unsecured Creditors

Standard Professional Services
630 Dundee Road, #215
Northbrook, IL 60062           Equipment lease           $ 275,000

Kenco Equipment Lease Co.      Equipment lease           $ 158,043

Alpine Property Management     Property Management         $ 5,000

Apex Security                  Alarm System Maintenance    $ 2,000

Holy Cross Electric Assoc.     Electric bills              $ 2,000

KN Energy                      Gas bills                   $ 2,000



RITE-AID: Refinancing Completed and S&P Adjusts Ratings to Reflect Changes
--------------------------------------------------------------------------
As widely reported, Rite-Aid Corporation completed its refinancing, granting
new security to some $3.70 billion of the Company's debt.  On that news,
Standard & Poor's lowered its rating on the Company's senior unsecured debt to
B- from B to reflect the increased level of senior claims against Rite Aid's
assets.  Additionally, S&P withdrew it ratings on the Company's recently
exchanged $200 million senior unsecured notes due December 2000 and the $350
million senior unsecured notes due December 2001.  S&P went on to state that
"the rating(s) on the senior unsecured notes will again be addressed after
Rite Aid announces financial results, to determine if the notes are more
disadvantaged than the current analysis indicates."


SERVICE MERCHANDISE: Downsizes Outlet Near Headquarters
--------------------------------------------------------
The Tennesean reports that Service Merchandise has reduced the size of its
store located in Cool Springs, Tennessee, located near it Brentwood
headquarters.  The store now occupies less space and the excess space is
sublet to retailer H.H. Gregg.  Service Merchandise began reorganizing in
March of 1999.  This downsizing of individual store locations is one of the
cornerstones of SMCO's operational restructuring.  The Cool Springs location
is one of the first to complete the design transition.  


SILVER CINEMAS: Committee Voices Concerns About Terms of Jefferies Engagement
-----------------------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the chapter 11
cases commenced by Silver Cinemas International, Inc., et al., voiced concerns
about the Debtors' application to employ Jefferies & Company, Inc., as its
financial advisor.

First, the Committee found the proposed success fee payable to Jefferies too
rich.  Negotiations culminated in Jefferies' agreement to reduce any success
fee by an amount equal to 50% of its monthly billings from January 1, 2000
through October 1, 2000.

Second, the Committee is troubled by the broad indemnification the Debtors'
estates agree to provide to Jefferies.  The Committee understands that the
United States Trustee is equally concerned and is planning to launch full-
scale litigation to defeat those provisions of the engagement.  Accordingly,
the Committee says, it will be satisfied with whatever resolution the U.S.
Trustee achieves.  

Robert J. Moore, Esq. and David B. Zolkin, Esq., from the Los Angeles office
of Milbank, Tweed, Hadley & McCloy, LLP, serve as lead counsel to the
Committee in Silver Cinemas chapter 11 cases pending before Judge Farnan in
Delaware.  


SILVER CINEMAS: Committee Troubled by Aggressive DIP Financing Terms
--------------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the chapter 11
cases commenced by Silver Cinemas International, Inc., et al., is troubled by
two provisions buried in the $50,000,000 debtor-in-possession financing
facility extended by Farallon Capital Funding, LLC:

      (A) Farallon improperly attempts to collateralize the estates' avoidance
          actions; and

      (B) Farallon attempts to charge the debtors a $50,000 pre-payment penalty
          for each month in advance of the November 2001 maturity date that the
          loan facility is pre-paid.  

No exigent circumstances are present in the Debtors' case to justify granting
Farallon liens on recoveries from the Debtors' exercise of its avoiding powers
under Chapter 5 of the Bankruptcy Code, the Committee argues.  Any such
recoveries cannot be pursued for the benefit of one creditor, so it is
improper for the DIP Lender to encumber such proceeds.  The Committee points
out that the $50 million facility will refinance all of Farallon's $33 million
pre-petition secured loans and the DIP Financing will be further secured by
another $50 million of collateral.  

The pre-payment penalty is nothing more than a disincentive for the Debtors to
emerge from chapter 11 sooner rather than later, the Committee contends.  As
such, that provision is directly contrary to the Bankruptcy Code's policy
encouraging debtors to exit from bankruptcy as quickly as they are able.  The
pre-payment provision, Robert J. Dehney, Esq., of Morris, Nichols, Arsht &
Tunnell, local counsel to the Committee, says, should be stricken or the DIP
Financing pact should not be approved.  


SUNTERRA CORP.: Abelco Finance Offers $53 Million DIP Financing Arrangement
---------------------------------------------------------------------------
Sunterra Corp. will seek final approval from the bankruptcy court on June 27
for a $53 million debtor-in-possession financing agreement with Ableco Finance
LLC, Federal Filings, Inc., reports, adding that Sunterra will be entitled to
fully tap the facility only if the value of its unencumbered assets is at
least $150 million. Without the DIP financing, the developer and operator of
time-share resorts tells creditors and the Court in its motion papers that it
"will have no available cash and will, effectively, be denied any hope of
reorganization."


TRANSCOASTAL MARINE: Files Voluntary Chapter 7 Petition in Houston
------------------------------------------------------------------
TransCoastal Marine Services, Inc. (Nasdaq:TCMS) announced yesterday that it
filed a voluntary petition for Chapter 7 Liquidation in the U.S. Bankruptcy
Court for the Southern District of Texas.

Voluntary bankruptcy petitions were filed not only for TransCoastal Marine
Services, Inc., but also for a number of its subsidiaries forming its Pipeline
& Marine Group. The Company had been attempting to recapitalize through either
divestiture of its ongoing pipeline operations or raising equity capital.
However, without an immediate equity infusion, continued operations were not
feasible. The Company further announced that it has discontinued the
operations of its Pipeline & Marine Group.

"Significant factors that prevented the Company's ability to complete a timely
recapitalization included: the assertion of approximately $28 million in
claims by Chevron Global Technology Services Company against Dickson GMP
International, Inc. (a wholly-owned subsidiary of TCMS) and delayed recovery
in the oilfield service markets. Deferred collection on a significant Mexican
receivable also severely impacted the ongoing liquidity of the Company,"
TransCoastal said in a prepared statement.  


UNITED STATES ENRICHMENT: Plant Closure May Be Imminent
-------------------------------------------------------
Press reports circulating this week report that United States Enrichment
Corp., owner of the nation's only uranium enrichment plants, is in such
financial turmoil that a plant closure may be the next logical step.  No word
about whether management is looking at closure of the in Portsmouth, Ohio, or
Paducah, Kentucky, facility.  

"You've got an industry that's very well set up for the 1970's," William H.
Timbers Jr., president and chief executive of United States Enrichment, told a
reporter for The New York Times, but 30 years later, "[i]t has to
restructure."  Estimates vary, the Times says, but world demand for nuclear
fuel is around 36 million units a year, while the supply is 42 million units.
And since uranium has limited uses, price declines do not stimulate demand.

Last July, USEC laid off 625 of nearly 4,000 workers in Ohio and Kentucky.  
Those layoffs weren't sufficient to stem operating losses.  


VIVAX MEDICAL: Settles Dispute with Vail Products, Inc.
-------------------------------------------------------
In October, 1999 Vail Products, Inc., obtained an injunction by default in
Ohio District Court against Vivax Medical Corporation enjoining Vivax from
manufacturing, marketing, renting and selling its Soma Safe Enclosure Bed (the
"SSE").  Subsequent rulings vacated the injunction and the parties have now
entered into a settlement agreement.  Subject to certain conditions, the
settlement recognizes Vivax's continuing right to manufacture, market, sell
and rent its SSE without interference by Vail.

In the October, 1999 default judgment entered by the United States District
Court for the Northern District of Ohio against Vivax Medical Corporation,
Vivax was ordered to stop manufacturing, marketing or selling the SSE.  As a
result of Vivax's September, 1999 bankruptcy filing in Hartford, CT, however,
the October, 1999 order of the Ohio court was rendered void.  Vail
subsequently filed a new action against Vivax in the bankruptcy court in
Hartford, seeking essentially the same relief.

The parties have now resolved that new action and Vail will be dismissing its
adversary claim against Vivax in the Hartford bankruptcy court.  Under the
settlement agreement, which has been approved by the bankruptcy judge in
Hartford, Vail and Vivax also have agreed on certain amounts for Vail's claims
in the bankruptcy process, agreed on certain mechanisms designed to avoid
future confusion in the marketplace between the SSE and Vail's products, and
agreed that Vivax can continue to market and sell the SSE, subject to certain
conditions.



WESTERN FERTILIZER: Case Summary
--------------------------------
Debtor: Western Fertilizer Inc.
         a Nevada Corporation
         P.O. Box 789
         Soda Springs, ID 83276

Type of Business: Warehouse and Sale of fertilizer.

Chapter 11 Petition Date: June 16, 2000

Court: District of Idaho

Bankruptcy Case No.: 00-40991

Judge: Jim D. Pappas

Debtor's Counsel: Craig R. Jorgensen, Esq.
                   P.O. Box 4904
                   Pocatello, ID 83205-4904
                   (208) 233-1237

Total Assets: $ 1,000,000

Total Debts:  $ 6,500,000


                                    *********

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.


                          * * * End of Transmission * * *