TCR_Public/000630.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R

    Friday, June 30, 2000, Vol. 4, No. 128


AMERICAN BANK NOTE: Agreement In Principle To Settle Litigation
AUREAL INC: Taps Mohler, Nixon & Williams For Audit
BIG PARTY: The Big Party May Be Over
BUSH LOGISTICS: Court Approves Sale of Interest in PTG Logistics
COLONIAL DOWNS: Borrows $15 Million Under Credit Agreement

CONSECO: Stock Prices Rise As Rumors Fly
COYNE INTERNATIONAL: Moody's Lowers Sr Subordinated Note Rating
DAEWOO: Ford Named Sole Bidder
DAEWOO: Will Ford Face a Union Strike?
FREEPORT-MCMORAN COPPER & GOLD: Authorizes Additional Shares

GENESIS DIRECT: Court Confirms Joint Plan of Reorganization
GENICOM: Applies For Bar Date
IGI INC: CFO Leaves Company
INTEGRATED HEALTH: Motion To Sell Infomedics Shares For $956,520
INTERACTIVE NETWORK: Committee Seeks To Postpone Vote

ITHACA INDUSTRIES: Committee Taps Blank Rome Comisky & McCauley
LEVITZ FURNITURE: Exploring Options; Including Stand-Alone Plan
LOEHMANN'S: Revised Terms of Financial Restructuring
MAURICE CORP: Total Liquidation Planned
MCA FINANCIAL: Hearing on Approval of Disclosure Statement

MERRY-GO-ROUND: Trustee To Distribute $8M From $185M
NATIONAL RECORD MART: Net Sales Increase By $12.7 Million
NATIONSWAY: Will Execs Pay Back Wages?
SAFETY COMPONENTS: Goodwill Impairment Charge of $17 Million
SAFETY KLEEN: Motion For More Time To File Schedules

SIRENA APPAREL: Order Authorizes Amendment To Loan
SOUTHERN MINERAL: Creditors Object To Plan
STERLING PACKAGING: Gets Court's Approval For New Financing
SUN HEALTHCARE: Turner's Compensation Questioned
SUNSHINE MINING: Notes Extended to June 30, 2000

TOYSMART.COM: Paragon Capital To Provide $1 MM Line of Credit
WESTSTAR CINEMAS: Committee Objects To Exclusivity Extension



AMERICAN BANK NOTE: Agreement In Principle To Settle Litigation
American Bank Note Holographics, Inc. (OTC Bulletin Board:ABHH)
announced that it and certain other defendants had reached
agreements in principle to settle all of the claims against it,
its former parent, American Banknote Corporation ("ABN"), certain
former officers and directors of the Company, certain current and
former officers and directors of ABN and certain other defendants
in the purported class actions, In Re American Bank Note
Holographics, Inc. Securities Litigation and In Re American
Banknote Corporation Securities Litigation filed in the United
States District Court  for the Southern District of New York
against those defendants.

The parties have signed a Memorandum of Understanding which is
subject to the execution of a definitive settlement agreement and
the approval of the Court as well as the approval of the
Bankruptcy Court for the Southern District of New York in which
the Chapter 11 case of ABN is pending.

The proposed settlement of the class action litigation provides
for a release of all claims that the plaintiffs in each action
have and may have against the Company and certain other
defendants. The proposed settlement calls for a cash payment of
$12,500,000 to be funded entirely by the Company's and ABN's
insurance carrier. The Company will have no cash payment
obligation with respect to the settlement. In connection with the
settlement, the Company will issue and distribute 1,460,000
shares of the Company's Common Stock as well as warrants to
purchase 863,647 shares of the Company's Common Stock, at an
exercise price of $ 6.00 per share.  The warrants will be
exercisable for a 30 month period commencing with final
settlement approval by the Court. ABN will also issue and
distribute certain of its securities as part of the settlement.
The settlement proceeds after expenses will be allocated and
distributed among the class members in the American Bank Note
Holographics action and the American Banknote Corporation action
in amounts to be determined in the settlement agreement and
subject to the approval of the Court.

The Company also entered into an agreement in principle with ABN
to resolve all claims between the parties. This agreement
includes, among other things, mutual general releases of the
parties including a release from any obligations under the
Separation Agreement between the parties dated July 20, 1998 as
well as a release of all sums allegedly owing to the other party.
ABN shall be responsible for and indemnify the Company for all
income and franchise tax liabilities of the Company up to the
date of the IPO. The Company will withdraw its claim against ABN
in ABN's Chapter 11 case. The Company will receive 25,000 shares
of stock of reorganized ABN as part of ABN's Chapter 11 plan.
This agreement is subject to the execution of definitive
agreements, the Court approval of the settlement of the class
action litigation and approval of the Bankruptcy Court in which
the Chapter 11 case of ABN is pending.

Kenneth Traub, President and Chief Executive Officer of American
Bank Note Holographics, commented, "The agreements in principle
that we have reached to settle the securities litigation as well
as all issues with the former parent are a significant milestone.
The new management of the Company has been determined to resolve
these issues and remove the uncertainties, expense and
distraction of continuing litigation. We are enthusiastic about
the increased flexibility this will give us to focus on
operations, and to extend our leadership position in the security
holography industry."

American Bank Note Holographics is a leader in the origination,
production, and marketing of mass-produced holograms. The
Company's products are used for security applications, such as
counterfeiting protection for transaction cards, identification
cards and documents of value, authentication of consumer and
industrial products and tamper resistance as well as for
packaging and promotional applications.

AUREAL INC: Taps Mohler, Nixon & Williams For Audit
The debtor, Aureal Inc. d/b/a Silo.Com taps the firm of Mohler,
Nixon & Williams to audit the tax deferred savings plan of the
debtor.  The firm will charge its customary rates that range
between $97 per hour for audit staff to $300 per hour for

BIG PARTY: The Big Party May Be Over
The Boston Herald reports on June 23, 2000 that the West Roxbury
party supply chain, The Big Party, with more than 50 superstores,
ran out of cold cash and will likely reorganize or sell its
operation.  Paragon Capital LLC and Foothill Capital are likely
to contribute $ 7 million in debtor-in-possession financing.
According to Party President Bob Trabucco, the company has its
eyes on a number of financing alternatives. "The goal is to give
the best value to all our stakeholders," he said. "I am extremely
hopeful and optimistic that the company will have a solution here
that will result in a positive outcome."

BUSH LOGISTICS: Court Approves Sale of Interest in PTG Logistics
The debtor, Bush Logistics Inc., is wholly owned by Bush Leasing
Inc., which is also a Chapter 11 debtor.

The debtor is a holding company, whose sole asset is stock in PTG
Logistics.  The debtor is authorized to sell its membership
interest in PTG Logistics by order of the court entered on June
22, 2000.

COLONIAL DOWNS: Borrows $15 Million Under Credit Agreement
Colonial Downs Holdings, Inc. is party to a Credit Agreement
dated June 26, 1997, with PNC Bank, N.A. under which the company
has borrowed $15 million in aggregate. Pursuant to the terms of
the Credit Agreement and subsequent Forbearance Agreement,
Colonial Downs Holdings is obligated to repay $15 million to PNC
on or before June 30, 2000. CD Entertainment Ltd., the company's
largest shareholder, has agreed to loan the company $15 million
to repay PNC. Existing indebtedness from the company to CD
Entertainment Ltd. will be consolidated in this loan. Existing
indebtedness includes two convertible subordinated promissory
notes, in the original principal amounts of $5.5 million and $1
million, respectively. The $5.5 million note bears interest at a
rate of 7.25% per annum, payable quarterly. The $1 million note
bears interest at a rate of 8.5 % annually, payable at maturity.
The $5.5 million note matures September 30, 2000, and the $1
million note matures August 26, 2000. The outstanding principal
balance and accrued interest thereon is convertible into shares
of Class A and Class B common stock at $11.59 per share for the
$5.5 million note, and $1.65 per share for the $1 million note.

Under the terms of the $23.2 million promissory note reflecting
the consolidated loan, the loan will bear interest at a rate of
LIBOR plus 3%, the current interest rate on the PNC loan, and
will have a term of five years (thereby extending the existing
indebtedness otherwise due CD Entertainment Ltd.). Principal will
be repayable in $1 million increments on each of June 30, 2001,
2002, 2003 and 2004 with the balance due on June 30, 2005. In
addition, the company has agreed to make an additional annual
principal payment contingent upon the company's annual cash flow.
The company's New Kent racetrack property and the racing centers
located in Richmond, Hampton, and Brunswick, Virginia will be
pledged as collateral for the loan. The loan is convertible, at
the lenders' option and subject to share availability, into
shares of the company's Class A common stock at 125% of the
average closing price of the company's common stock for the
period June 23, 2000 through June 29, 2000. The company will make
efforts to authorize additional shares for such conversion

CONSECO: Stock Prices Rise As Rumors Fly
According to a report in the Chicago Tribune on June 29, 2000,
Conseco Inc. shares rose sharply Wednesday as speculation
intensified that the insurance and financial services company
will name a former General Electric Co. executive as its new

Shares rose $1.25, or 19 percent, to $7.75 on the New York Stock
Exchange in heavy volume. The Wall Street Journal on Wednesday
reported that the company's board will soon meet to approve Gary
C. Wendt, formerly head of GE Capital, as Conseco's new chief

Speculation on Tuesday that Wendt would replace founder and
former CEO Stephen Hilbert helped Conseco shares close 14
percent, or 81 cents, higher on the day at $6.50.

COYNE INTERNATIONAL: Moody's Lowers Sr Subordinated Note Rating
Moody's Investors Service lowered the rating of Coyne
International Enterprises' senior subordinated notes due 2008 to
Caa1 from B3. The company's senior implied rating is confirmed at
B2, while its unsecured issuer rating is lowered to B3 from B2.
The rating outlook remains negative.

The rating action was prompted by higher than expected leverage
since the company's debt refinancing which occurred in June 1998.
Efforts to invest in a larger sales force have resulted in only
modest sales growth beyond acquired businesses, while the
company's interest coverage has declined and leverage remains
very high. While fundamentals for industrial laundries remain
favorable, Coyne's operating results continue to trail the
industry leaders. Such modest performance has also reduced
operating flexibility under the company's bank credit facilities,
given the very slim cushion relative to minimum financial
covenants. Additional growth prospects require that Coyne has
continued access to funding for working capital as well as for
continued acquisition of smaller laundries, while covenant
constraints which limit the company's capital expenditures could
erode its future competitive position. Coyne remains heavily
reliant on debt to finance operations, with family control of the
company limiting prospects for any near term equity infusion.

The ratings recognizes the company's well established position in
its eastern United States trade area and its particular niches in
heavy soil and protective garments. Also supporting the ratings
are the favorable demographic trends for the uniform rental
component of the industrial laundry industry, and management's
strategy to improve operating results while pursuing modest
growth. Increasing interest in outsourcing non-core competencies
and limiting environmental and occupational safety risks should
continue to drive positive trends for the larger uniform rental
companies which offer comprehensive services as well as enjoy
economies of scale from broad distribution. Additional credit
strengths include the company's history of stable revenues,
contractual service revenues with escalator provisions, advanced
technology that permits processing of contaminated textiles,
plant capacity to accommodate new contracts, and diversified
account relationships.

The negative rating outlook reflects our belief that the company
is likely to face increasing exposure to competitive threats from
larger industrial laundries that enjoy stronger sales growth and
better operating results, such as Cintas (Prime-1 commercial
paper rating), Aramark's Uniform Services division, G&K Services,
and UniFirst Corp. Furthermore, any near term bank covenant
violations could lead to an immediate acceleration of
corresponding obligations. We recognize, however, that Coyne's
distinctive environmental program for reusable shop towels as
well as its exclusive U.S. distribution agreement with a leading
protective garment manufacturer provide a moderate competitive
barrier for some of its business.

We expect that debt levels will remain relatively stable going
forward, as operating improvements during the past two quarters
may be extended and reverse modest operating cash flow deficits.
Later this year, the company also intends to renegotiate the
covenants on its $55 million bank credit facility, as a means to
eliminate some conflicting provisions and provide additional
operating flexibility. Aggregate debt of just over $100 million
was 5.8 times EBITDA for the twelve months ended April 30, 2000,
while EBITA interest coverage was only 1.1 over this period.
Revenues show only modest, albeit steady, growth due to a few
small route acquisitions and the efforts of the increased sales
staff. The EBITDA margin increased moderately during the past two
quarters, both around 12% relative to 10.5% and 8.6% in the prior
year. Management attributes this improvement to improved
purchasing controls and improved mix of ancillary products
reflective of recent sales staff initiatives.

The Caa1 rating reflects the contractual subordination of the $75
million senior subordinated notes to a significant amount of
secured debt. Both the subordinated notes and the bank facilities
are guaranteed by the subsidiaries, but most of the assets and
operations are located in the issuer.

Intangibles represented 13.5% of total assets at 4/30/2000,
primarily the result of the acquisition of routes. While the
company has made a few acquisitions over the last several years,
these have generally been small and are expected to continue to
be individually small. Funding for acquisitions would come
principally from the bank credit facility which would be secured
by the assets acquired and the increased secured debt would
weaken the relative position of the unsecured subordinated note

Headquartered in Syracuse, New York, Coyne International
Enterprises Corp. d/b/a Coyne Textile Services provides textile
rental products and laundering services from approximately 40
location throughout the eastern United States.

DAEWOO: Ford Named Sole Bidder
Ford Motor Co was named the sole bidder in negotiations to buy
Daewoo Motor, according to a Reuters report. Oh Hogen, chairman
of a committee representing Daewoo Motor's creditors, said Ford
has six weeks to conduct a plan and submit it for final approval.
"The committee expects to sign a definitive agreement shortly
afterwards," said Hogen in a news conference. Ford offered better
capabilities "to improve the corporate value of Daewoo,
willingness to transfer technology, provide job security and
contribute to the growth and development of the components
industry." This bid marks the first time that one of Korea's
manufacturing companies is sold off to a foreign company. (ABI

DAEWOO: Will Ford Face a Union Strike?
According to an article in The Wall Street Journal on June 29,
2000, the news that Ford is the sole bidder in the auction for
Daewoo is likely to be a devastating blow for GM, which has been
the most persistent suitor of Daewoo. GM saw Daewoo as an
integral part of its strategy to expand in Asia. Similarly,
Hyundai Motor searched long and hard for a bidding partner so
that it could make a run at keeping Daewoo Motor's ownership
South Korean. Hyundai also didn't relish the prospect of tough,
well-financed competition on its home turf.

Ford now has to negotiate a final deal, which the committee
overseeing the sale hopes to complete by September. Ford will
also have to tangle with Daewoo's militant union, which has
threatened to strike if a foreign company takes over management,
and turn around a company which has been deteriorating
since falling into severe financial trouble nearly a year ago.

According to the article, by choosing Ford, South Korea also
sends a strong message that the country is truly open to foreign
investors. Koreans are nationalistic about their cars, and see
the industry as a symbol of national pride. As a result, there
was some concern among industry executives in Seoul that the
committee would select the DaimlerChrysler-Hyundai bid because of
the presence of a Korean company, even though it would give
Hyundai nearly total dominance of the local market.

FREEPORT-MCMORAN COPPER & GOLD: Authorizes Additional Shares
Freeport-McMoRan Copper & Gold Inc.'s Board of Directors has
authorized an additional 20 million shares, in total, of its FCX
Class A and Class B common stock, for its open market share
purchase program, bringing the total shares authorized under the
program to 80 million.  The 20 million shares recently authorized
represent approximately 13 percent of the 154.4 million common
shares currently outstanding.  The purchases will occur over
time depending upon many factors, including the market price of
the common shares; the company's operating results, cash flow and
financial position; and general economic and market conditions.

Since its Board of Directors initially authorized its open market
share purchase program in 1995, FCX has purchased 60.2 million
shares of its Class A and Class B common stock for a total of
$1.15 billion, approximately $19.13 per share, including 5.6
million shares purchased since March 31, 2000 for $54.5 million,
approximately $9.69 per share.  The purchases since 1995
represent a 28 percent reduction in the 214.5 million common
shares available for purchase during the period.  As of June 22,
2000, FCX had outstanding 60.0 million shares of Class A common
stock and 94.4 million shares of Class B common stock.

FCX is engaged in mineral exploration and development, mining and
milling of copper, gold and silver in Indonesia, and the smelting
and refining of copper concentrates in Spain and Indonesia.

GENESIS DIRECT: Court Confirms Joint Plan of Reorganization
On May 25, 2000, the United States Bankruptcy Court for the
District of New Jersey confirmed the Joint Plan of Reorganization
of Genesis Direct, Inc. and affiliates under Chapter 11 of the
Bankruptcy Code. Under the Plan of Reorganization, all of the
outstanding shares of common stock, par value $0.01 per share of
Genesis Direct, Inc. were cancelled and ceased to be
outstanding on June 5, 2000, the Effective Date of the Plan of
Reorganization. The shares of common stock issued (and/or to be
issued) pursuant to the Plan of Reorganization are expected to be
held by 2 holders of record.

GENICOM: Applies For Bar Date
The debtor, Genicom Corporation, seeks entry of an order
establishing the last date for the filing of certain claims
against the debtor.  In order for the debtor to formulate the
contents of any plan of reorganization/liquidation that may be
filed in the case, and to assist generally in the reconciliation
of claims, it is necessary that the debtor be able to determine
with finality the number and amount of claims.  Therefore the
debt5or request that the court fix August 31, 2000 as the last
date upon which proofs of claim or interest must be filed in
these cases.

IGI INC: CFO Leaves Company
IGI, Inc. announced that its Chief Financial Officer, Manfred
Hanuschek, was leaving the company for personal and family
reasons. Management has instituted a search for a replacement
and, in the interim, has retained the services of Neil Gilmour
III, Managing Director of Executive Sounding Board Associates,
Inc., a management and financial consulting firm, to oversee
the financial operations of the company.

INTEGRATED HEALTH: Motion To Sell Infomedics Shares For $956,520
The Debtors tell the Judge that because they no longer operate in
the home healthcare business, their primary incentive of
investing in InfoMedics' business has changed. As part of their
overall strategy to dispose of non-core assets, the Debtors
believe that it is in the best interest of the estates and
creditors to sell the InfoMedics Shares.

The Debtors ask Judge Walrath to authorize the sale, and to
approve the Debtors' entry into 13 agreements, one with each of
the 13 investors of a syndicate that has offered to purchase the
shares at $4.40 per share for a total purchase price of

The Debtors relate that prior to petition, they were engaged in
significant operations in the home healthcare industry. In
February 1997, to enhance their home healthcare business, the
Debtors invested approximately $500,000 in the startup of
InfoMedics, by buying 217,391 shares of InfoMedics Series
C Preferred Stock at the price of $2.30 per share.

Approximately one year before petition, the Debtors discontinued
most of their home healthcare business operations and the
InfoMedics shares no longer serve their intended purpose. As a
result of the Debtors' overall organization strategy to sell non-
profitable and non-core assets, the Debtors have undertaken
marketing efforts for the sale of InfoMedics shares, with the
assistance of their financial advisors, Warburg Dillon
Read LLC.

InfoMedics is a privately held corporation based in
Massachusetts. Its business operations include the development,
manufacturing and marketing of Telephone Linked Care systems, a
product which uses telephone voice activation technology to
collect, monitor and report information on patients with chronic
diseases and other conditions. TLC uses computer-controlled
telephone interviews to collect information on the patient's
condition or health status. The patient either calls or is called
on a regularly scheduled basis and their responses will trigger
messages designed to change or reinforce patient behavior to
comply with their particular treatment protocols or expected
behavior. The results of each session are recorded and reports
are issued to the attending physician or other care manager to
help monitor the patient's condition and manage ongoing care.
InfoMedics' current and potential clients include healthcare
providers, managed care organizations and other insurers,
employer groups, disease management companies and pharmaceutical

Prior to the Debtors' chapter 11 cases, there were six major
investors in InfoMedics, which included strategic and financial
investors. Some of them verbally offered to purchase the Debtors'
InfoMedics Shares at their original price of $2.30 per share.

Because of the lack of publicly available information on
InfoMedics, the expense of performing due diligence and the
relative size of the transaction, the Debtors believe the most
likely potential purchasers of the InfoMedics Shares were
InfoMedics' current investors, at the price range of $2.00 to
$3.75 per share.

The initial auction among existing investors was inconclusive.  
WDR then developed and set forth procedures for a telephonic
auction which was conducted on April 26, 2000.

This resulted in the offer by a syndicate of 13 investors led by
Dr. Robert H. Friedman, a director of InfoMedics, pursuant to
which the Debtors seek the Court's authorization of transaction.

The 13 Agreements with the respective 13 Investors specify these
salient terms:

Purchase Price:       
$4.40 per share, for a total of 956,520.40;

on or before June 30, 2000;

the Agent (Escrowee) -- Blass & Driggs -- will hold
the Purchase Price until it receives payment from all

consummation subject to court approval and Escrowee's
receipt of payment by June 30, 2000;

of all obligations by InfoMedics

(Integrated Health Bankruptcy News Issue 5; Bankruptcy Creditors'
Services Inc.)

INTERACTIVE NETWORK: Committee Seeks To Postpone Vote
The Interactive Network Independent Shareholders Committee today
called upon Interactive Network, Inc. to postpone the shareholder
vote on Proposal #3, the proposal to approve the grant to TWIN
Entertainment, Inc. of an "exclusive" license to use INNN's
intellectual property, at INNN's upcoming annual meeting of
shareholders, scheduled for June 30, 2000.

The Committee noted that INNN's Board and management have
disclosed no fairness opinion in connection with the grant of the
exclusive license to Twin Entertainment. The Committee is
requesting that INNN retain an investment banking firm or other
qualified experts to provide INNN's shareholders with such an
opinion and to otherwise provide such additional information as
may be necessary to enable the shareholders to make an informed
decision on this exclusive transfer of intellectual property.

The Committee was formed in an effort to add depth and additional
expertise to the company's Board of Directors and to improve
INNN's management. The Committee is currently waging a proxy
contest, seeking to increase the size of INNN's Board to allow
for the election of the Committee's five
experienced nominees.

ITHACA INDUSTRIES: Committee Taps Blank Rome Comisky & McCauley
The Official Committee of Unsecured Creditors in the case of
Ithaca Industries, Inc. taps Blank Rome Comisky & McCauley LLP as
Delaware Counsel for the committee.  The Committee has been
advised by the firm that the current hourly rates which will be
charges in respect of the primary members of the engagement team
for the Committee range from $225 per hour to $300 per hour.

LEVITZ FURNITURE: Exploring Options; Including Stand-Alone Plan
Levitz Furniture Corporation, which had entered into a shared
services and management agreement with Seaman Furniture Company,
will explore other options including a stand-alone plan of
reorganization, as it works to emerge from Chapter 11 Bankruptcy.

Minority shareholders of Seaman have been granted a preliminary
injunction prohibiting Seaman from implementing the shared
services and management agreement strategy.

Levitz' largest creditor, Resurgence Asset Management, L.L.C.,
said it would support a new Levitz stand-alone plan.

Levitz Furniture Corporation currently operates 64 stores in 13
states on the East Coast, West Coast, and in the Midwest. To find
the nearest store, call toll free at 1-888-800-2000. Or for more
information, visit the company's web site at

LOEHMANN'S: Revised Terms of Financial Restructuring
Loehmann's, Inc. (OTC:LOEHQ) announced that it has reached an
agreement in principle on a revised Chapter 11 plan with a group
of significant senior note holders and its proposed exit-
financing lender. The Company is currently in discussion with its
Official Creditors Committee regarding the revised plan and
hopes to obtain the Committee's support for it shortly.
Accordingly, the confirmation hearing scheduled for June 27, 2000
has been adjourned. The Company intends to file a revised plan
soon that implements the terms of this agreement.

Robert N. Friedman, Loehmann's Chairman and Chief Executive
Officer, commented, "The Company is very pleased that it was able
to reach an agreement with its major bondholders. With this
agreement now in place, coupled with the strong performance this
past year of our management team and the support of the vendor
and factor communities, the Company is looking forward to a quick
exit from Chapter 11."

Loehmann's will be seeking to have the Bankruptcy Court confirm
this revised plan on September 6, 2000.

MAURICE CORP: Total Liquidation Planned
According to an article in the The Union Leader (Manchester NH)
on June 24, 2000, The Maurice Corp., owner of the Poore Simon's
and Maurice -- The Pants Man chains, has filed a Chapter 11
bankruptcy case that a spokesman said will lead to total
liquidation for the clothing retailer.

The New Hampshire-based company had a total of about 50 stores in
the region.  There are 15 Poore Simon's locations in New
Hampshire and nine Maurice -- The Pants Man stores.  The Maurice
Corp.  has owned the Poore Simon's name since it acquired the
Artisan Apparel group in 1996, which at the time owned 27 Poore
Simon's stores.

Company spokesman Nancy Sterling said the company plans to seek
U.S. Bankruptcy Court approval to hire a commercial liquidator to
sell off all remaining merchandise at store locations.

"The plan is to settle up all the debts they have with creditors.  
They are not staying in business," she said.  The company, she
said, has $ 12 million in assets and $ 15 million in liabilities.

The company will conduct business as usual until the liquidation
contract is awarded, Sterling said.  It is also interested in
selling store locations.  Some negotiations are already in
progress with parties that expressed an interest.  Those stores
would continue operating under the Maurice name. In a statement
announcing the Chapter 11 filing, the company said its decision
followed "a long struggle in a challenging retail marketplace."

MCA FINANCIAL: Hearing on Approval of Disclosure Statement
The debtors, MCA Financial Corp. and its affiliates intend to
file their First Amended and Restated Combined Consolidated Plan
Under Chapter 11.  Objections to the Disclosure Statement must be
filed and served no later than July 14, 2000.  A hearing on
approval of the disclosure statement will be held on July 20,
2000 at 9:00 AM, 211 West Fort Street, Detroit, Michigan,
Courtroom 1875.

MERRY-GO-ROUND: Trustee To Distribute $8M From $185M
The Baltimore Sun reports that former employees and vendors of
clothing chain Merry-Go-Round Enterprises will be getting hold of
cash.  Bankruptcy trustee for the financially challenged company
is handling the releasing of funds that came from a lawsuit
settlement against Merry with accounting firm Ernst & Young LLP
which paid $8 million out of $185 million last year.  Deborah
Hunt Devan, attorney appointed by the court, seeks for
approval from court to approve to distribute the said $ 8

NATIONAL RECORD MART: Net Sales Increase By $12.7 Million
National Record Mart, Inc., a Delaware corporation, founded in
1937, operates in a single industry segment as a specialty
retailer of prerecorded home entertainment products, including
compact discs ("CD"),audio cassettes, videos and related
accessories. According to Billboard magazine, the company is the
fourth largest specialty retailer of prerecorded music in the
country as measured by number of stores. The company is a leading
specialty music retailer in its core western Pennsylvania/eastern
Ohio market.

As of March 25, 2000, the company operated 179 stores in 33
states and the U.S. territory of Guam with the majority of stores
in the eastern part of the United States.

Net sales increased during fiscal 2000 by $12.7 million (or 9.8%)
to $142,645 compared to fiscal 1999 net sales of $129,902.
Factors that contributed to the increase in total sales were the
opening of 18 new stores and the closing of 13 stores which were
partially offset by the decrease in comparable store sales of

Despite the increase in net sales National Record Mart incurred
total net losses of $8,072 for fiscal 2000. By comparison, the
net losses in fiscal 1999 were $1,691.

NATIONSWAY: Will Execs Pay Back Wages?
Rockies co-owner Jerry McMorris and other NationsWay executives
should be held personally liable for employee wages left unpaid
when the company filed for bankruptcy protection, an attorney for
the employees has argued.

Directors and officers have a choice where to apply corporate
funds before a bankruptcy petition is filed, said attorney Evan
Lipstein. In the NationsWay case, they opted not to put the money
toward wages.

"Four months elapsed from when the board of directors was
authorized to file bankruptcy and the time of the actual filing,"
he said Tuesday during a court hearing.

"They had ample time to consider their obligations to employees
and get them laid off. Instead, they engaged in some
brinksmanship. The ones who were surprised were the employees who
worked until the end, and in some cases beyond the end, thinking
they were going to get paid."

Attorney James E. Scarboro, who represents McMorris and nine
other officers named in the complaint, contended there is no
evidence the officers made a "strategic decision" not to pay

"Lots of people didn't get paid - not just wage earners. The
motives of the officers are not before you," he said.

Scarboro also argued that NationsWay is prevented from paying
unpaid wages to employees because it filed for federal bankruptcy

"There is not one word of clear English in the Colorado statute
that says officers are liable," Scarboro said.

U.S. District Judge Edward Nottingham took the arguments under

When it filed for Chapter 11 protection in May 1999, NationsWay
employed 3,500 people, including about 1,000 in Colorado.

Lipstein represents some 400 former employees in the complaint
against the company. They allege the officers should be held
personally liable for the unpaid wages. Company officials deny
any liability.

Willie Weathers, 63, a 12-year NationsWay truck driver, said he
is owed $ 6,700 in back wages and vacation pay. "If he can pay
those ballplayers all that money, why can't he pay us?" he asked
of McMorris.

SAFETY COMPONENTS: Goodwill Impairment Charge of $17 Million
On April 10, 2000, Safety Components International Inc. filed a
petition in the United States Bankruptcy Court for the District
of Delaware for reorganization under Chapter 11 of the United
States Bankruptcy Code. The company has had to deal with an
extensive amount of work relating to its bankruptcy filing and
the restatement of its prior financial statements.  This resulted
in a later than normal start to the audit of the company's
financial statements for the year ended March 25, 2000. The
company reports that the audit is well underway but could not be
completed without the incurrence of unreasonable effort and
expense. The company intends to file the subject Annual Report on
or before the fifteenth calendar day following the prescribed due

As disclosed in its financial statement filing for the quarter
ended December 25, 1999, Safety Components International reported
a goodwill impairment charge of $17.7 million. The impact of this
one-time charge, offset by other changes, results in a
significant increase in its estimated reported net loss from
$13.7 million to almost $25 million.

SAFETY KLEEN: Motion For More Time To File Schedules
Under section 521 of the Bankruptcy Code and Bankruptcy Rule
1007, the Debtors are required to file with the court (i) a
schedule of assets and liabilities, (ii) a statement of financial
affairs, (iii) a schedule of current income and expenditures,
(iv) a statement of executory contracts and unexpired leases, and
(v) a list of equity security holders, within 15 days from the
date of filing its Chapter 11 petition.

The Debtors do not believe this fifteen-day period will be
sufficient for completion of Safety Kleen's Schedules and
Statements, given the size and complexity of business.  The
Debtors have identified more than 75,000 creditors and other
parties-in-interest that likely will be included in their
Schedules and Statements. With the Debtors' operations in nearly
300 operations throughout North America, there are likely
invoices that have not yet been received or entered into the
Debtors' accounting systems.

At the Debtors' behest, Judge Walsh granted a 15-day extension,
establishing July 10, 2000 as the date by which the Debtors must
file their Schedules and Statements, without prejudice to the
Debtors' right to seek further extensions. (Safety Kleen
Bankruptcy News Issue 3; Bankruptcy Creditors' Services Inc.)

SIRENA APPAREL: Order Authorizes Amendment To Loan
The Honorable Ernest M. Robles, US Bankruptcy Judge for the
Central District of California, Los Angeles Division, entered an
order on June 20, 2000 approving the terms of Amendment No. 7
between the debtor and Foothill.  The Loan Agreement is amended
to extend the term of the DIP Financing through and including
July 31, 2000.

By previous amendment the maximum loan amount was set at
$25,250,000 through June 30, 2000.

SOUTHERN MINERAL: Creditors Object To Plan
The Offcial Committee of Unsecured Creditors of Southern Mineral
Corporation and its affiliates filed an objection to the debtor's
plan.  The Creditors' Committee describe the present fight as a
fight between holders of Debentrurees - debt instruments of the
debtors representing $41.4 million in principal amount borrowed
by the debtors from the public - and the debtors' equtiy
sheareheolders as to the relative recoveries to which easch is

Based upon the value of the debtors and the preferred stock to be
distributed to the debenture holders, the Committee claims that
the plan will not provide full payment of the allowed debenture
claims.  Yet, at the same time, the plan provides a significant
recovery to existing equity holders by permitting those holders
to retain common stock representing 22% ownership of the
reorganized entities and also provides a level of control over
reorganized Southern Mineral to existing equity well in excess of
the 22% ownership interest.  Additionally, the plan improperly
differentiates between the unsecured Debenture claims and other
unsecured claims in both classification and treatment.  The plan
fails to satisfy the Bankruptcy Code's cramdown provisions and
other elements and thus, according to the Committee, confirmation
must be denied.

STERLING PACKAGING: Gets Court's Approval For New Financing
The U.S. Bankruptcy Court has approved the $6 million new
financing for Sterling Packaging Corp., the company which filed
for bankruptcy in Pittsburgh in April last year, listing $25
million in assets and $20 million in liabilities.  According to
Attorney Robert G. Sable, with the $6 million, the company can
now settle creditor claims and provide operating capital.  The
company can still borrow money as long as it maintains its

"It is a big business," Sable said.  "They do $25 million to $30
million annually in gross volume.  This is a seasonal business,
and a lot of their sales are in the fourth quarter."

SUN HEALTHCARE: Turner's Compensation Questioned
According to a report in the Albuquerque Tribune on June 26,
2000, Andrew Turner, chairman and CEO of Sun Healthcare Group
received nearly $1.9 million in salary and bonuses in 1998,
according to Medicare reports. That year, the Albuquerque
nursing-home company reported $753.7 million in losses.

Last fall, Sun filed a Chapter 11 petition with the U.S.
Bankruptcy Court.

Sun spokeswoman Phyllis Goodman said Turner's gross compensation
included salary of nearly $669,000 for 1998 and a $550,000 bonus
for his job performance in 1997.

Turner's salary of $669,000 for 1998 was comparable to the
salaries of CEOs at four other large publicly held nursing-home
companies, Goodman said.

"At a time when workers were fighting for a living wage to
support their families, for Turner and the company to spend its
money thusly is obscene," said Arvid Muller, senior research
analyst with the Service Employees International Union. "It just
shows you the priorities of rewarding those at the top at the
expense of those who provide direct care at the bottom of the
corporate ladder."

The Service Employees International Union represents workers at
two Sun nursing homes in Massachusetts. The workers went on
strike in the fall of 1998, saying they were underpaid and the
homes understaffed.

Goodman said: "The board's compensation committee felt that was
appropriate considering the size of the company and the nature of
the position. We were running a $3 billion company at that

SUNSHINE MINING:  Notes Extended to June 30, 2000
Sunshine Mining and Refining Company (NYSE:SSC) announced that a
meeting of the Noteholders of the 8% Senior Exchangeable Notes of
Sunshine Precious Metals Inc. (the Eurobonds) was convened.  At
the meeting, a motion was made and passed to further extend the
maturity of the Eurobonds from June 23 to June 30, 2000.  The
meeting has been adjourned until June 30, 2000. As previously
announced, Sunshine is continuing negotiations with the
Noteholders and holders of its other debt securities regarding a
comprehensive restructuring of the Company's balance sheet.

TOYSMART.COM: Paragon Capital To Provide $1 MM Line of Credit
According to an article in The Wall Street Journal on June 29,
2000, Retail- company lender Paragon Capital LLC, Needham, Mass.,
said it will provide a $1 million line of credit so
that it might "continue long enough to maximize the sale of its
assets and pay its creditors."

The Waltham, Mass., Web-based toy retailer, faced with intense
competition, said in May that its major stakeholder, Walt Disney
Co., had decided to shutter the venture. In the best-case
scenario, Toysmart will be able to sell its business to an
interested party, Paragon Chief Executive Stewart Cohen said.

According to Palm Beach Daily, Unicapital Corp.(NYSE:UCP) of
Miami named E. Talbot Briddell as its CEO and director on an
interim basis.  He also is the president of Phoenix Management
Services Inc., handling Unicapitals management services.  Robert
J. New will stay as chairman after being replaced by Briddell.  
The company deals in equipment leasing and having a net income of
$10 million last year compared to a net loss of $276.6 million
for this years first quarter. Unicapital is reducing some of its
businesses and may likely default on more than $1 billion in

WESTSTAR CINEMAS: Committee Objects To Exclusivity Extension
The Official Unsecured Creditors Committee for Weststar Cinemas,
Inc., et al. objects to the third motion of the debtors for an
order extending their exclusive plan filing and plan solicitation
periods through July 14, and September 15, 2000, respectively,
and seeks an order terminating such exclusive periods, at least
with respect to the committee.

The Committee has request that the debtors either bring, or
stipulate that the committee can bring an adversary proceeding to
establish that $6 million payable by the Bank Group pursuant to
an Intercreditor Agreement on account of the Variable Rate Senior
Note constitutes property of the Holdings' Estate.  The debtors
have refused.  The Committee has filed a motion seeking an order
granting it standing to bring the Adversary Proceeding.  The
Committee is informed and believes that the debtors either have,
or will object to the motion.

The Committee believes that the adversary proceeding is
meritorious and that if successfully prosecuted, will result in
at least a portion of the six million dollars to be paid by the
Bank Group ultimately being distribute to the Committee for the
benefit of all creditors other than the shareholders and the Bank

The Committee believes that the plan filed by the debtors will
provide that the six million dollars be paid directly to the
shareholders, to the detriment of other creditors.

If exclusivity is terminated, the Committee intends to file its
own plan of reorganization that will provide that the six million
dollars be treated as an asset of the Holdings' Estate and that
it be distributed accordingly.  The Committee has also commenced
negotiations with the Bank Group regarding a consensual plan of
reorganization.  If the Committee reaches agreement with the Bank
Group, the Committee's plan would incorporate terms and
conditions acceptable to the Bank Group, reflecting a plan that
is fully supported by the debtors' major economic stakeholders.

DLS Capital Partners, Inc., bond pricing for week of
June 26, 2000

Following are indicated prices for selected issues:

Acme Metal 10 7/8 '07                13 - 15 (f)
Advantica 11 1/4 '08                 66 - 67
Asia Pulp & Paper 11 3/4 '05         72 - 74
Conseco 9 '06                        69 - 71
E & S Holdings 10 3/8 '06            35 - 37
Fruit of the Loom 6 1/2 '03          51 - 53 (f)
Genesis Health 9 3/4 '05             11 - 13 (f)
Geneva Steel 11 1/8 '01              16 - 17 (f)
GST Telecom 13 1/4 '07               54 - 56 (f)
Iridium 14 '05                        3 - 4 (f)
Loewen 7.20 '03                      34 - 36 (f)
Paging Network 10 1/8 '07            38 - 40 (f)
Pathmark 11 5/8 '02                  22 - 24 (f)
Revlon 8 5/8 '08                     48 - 50
Service Merchandise 9 '06             6 - 8 (f)
Trump Atlantic 11 1/4 '06            71 - 73
TWA 11 3'8 '06                       38 - 41
Vencor 9 7/8 '06                     10 - 12 (f)


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.

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