TCR_Public/000706.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, July 6, 2000, Vol. 4, No. 131


AMERICAN UNIFIED: Court Grants Order Of Liquidation
APB ONLINE: To File For Bankruptcy Protection
AUREAL INC: Seeks Replacement Offer Approval
CERPLEX GROUP: Involuntary Petition Filed
CHECKERS DRIVE-IN:  Announces Sale of 51 Restaurants

COMPUTERIZED THERMAL: Chairman Comments on Nasdaq Listing Status
CONNEAUT LAKE: Park Reopens With New Operator
CONSECO INC:  Names Wendt New Chairman
DAEWOO GROUP: Foreign Creditors Seek Debt Sale
DAEWOO MOTOR: Ford Due Diligence to Begin July 10

DIEDRICH COFFEE: May Violate Bank Covenants
DYNACORE HOLDINGS: Completes Sale of European Operations
GENESIS/MULTICARE: Motion For Joint Administration of Cases
HARNISCHFEGER: U.S. Trutee Appoints Beloit Creditor Committee
LEASING SOLUTIONS: Order Approves Disclosure Statement

MICROGRAFX: Restructures, Examines Potential Financing Sources
NATIONAL RESTAURANTS: Order Approves Disclosure Statement
NATIONSWAY TRANSPORT: Judge Says Officers Liable For Unpaid Wages
OMEGA HEALTHCARE: Madison/OHI Files Lawsuit
PENN TRAFFIC: Announces Stock Repurchase Program

RANDALL'S ISLAND: Taps Zolfo Cooper as Bankruptcy Consultants
SMART AND FRIENDLY: Ceases Operations
SOGO CO.: Japan Chips In $1.5bn For Rescue
SOGO CO.: S&P Critical of Bail Out
STAFFMARK INC: Closed Agreement To Sell Division

STAGE STORES: Troy and Greenville To Liquidate
TELEGEN: Completes Reorganization, Common Stock Reverse Split
TOYSMART: Seeks Court Approval for $1.5 Million in DIP Financing
UNICAPITAL CORP: Received $29M From A $301M Securitization
WASTE MANAGEMENT: Sale in Denmark, Slovakia, Czech Republic
WHITE'S FINE:  Closes Forever After Reopening  Sales

AMERICAN UNIFIED: Court Grants Order Of Liquidation
Bestwire reports that Cook County Court in Illinois granted
American Unified Life & Health Insurance Co. request for an order
of liquidation.  According to an insurance department the
liquidation that started on June 27 was based on the results they
conducted indicates the insolvent insurer's policyholder surplus
was marred by more than $ 1 million.  And as of Dec. 31, 1999,
the reflected financial statements of the insurance firm was $
2.4 million in direct premium.  Insurance Director Nat Shapo, is
presently overlooking the liquidation process.

Health claims amounting to $300,000 per person will be overseen
by the Illinois Life & Health Insurance Guaranty Association.  
The insurance department says providers are prohibited from
claiming funds owed by American Unified from policyholders.  
Copayments or deductibles for services are not covered by
American Unified but by the policyholders.

APB ONLINE: To File For Bankruptcy Protection
According to an article in The New York Times on July 5, 2000,
APB Online, operator of a criminal justice news Web site that
recently foundered, plans to file for protection for creditors
under Chapter 11 of the Federal Bankruptcy Code.

Last month, ABP Online laid off the staff and scrambled to find
private investors to inject new capital into the debt-ridden
company.  At the moment, has rehired about two dozen
staff members and is updating the site. This week, it featured a
report from Sacramento about illegal fireworks.

But according to the article, the enterprise still has $7 million
in debts.

AUREAL INC: Seeks Replacement Offer Approval
On June 19, 2000, Conexant, a proposed purchaser of substantially
all of the assets of Aureal, Inc. d/b/a informed the
debtor that it6 was withdrawing its interest in purchasing th
assets.  The debtor moves to amend the original sale s procedure
motion in order to replace the offer made by Conexant with a
newly negotiated letter of intent received from another potential
purchaser, Guillemot Corporation.  Guillemot shall pay $8
million, subject to certain inventory adjustments.  One million
dollars of the purchase price shall be retained in an escrow
account pending the debtor's satisfaction of certain conditions
concerning pending litigation of the debtor.  Any overbid must
exceed Guillemot's bid by at least $250,000.  The amount of the
break-up fee is set at $240,000, 3% of the purchase price.

CERPLEX GROUP: Involuntary Petition Filed
The Orange County Register reports on June 23, 2000 that five
creditors have filed an involuntary Chapter 11 bankruptcy
petition against Cerplex Group Inc., stating that the computer
repair and services company failed to pay $ 2.2 million in
interest and principal due April 17.

Richard Alston, president and chief operating officer of
Cerplex, conceded that the company was in default on the debt.   
He said Cerplex's management hadn't yet decided how to respond to
the petition.

In a news release, the company said it was pursuing other
funding, but added that there was no guarantee it would find a
way to pay the debt.

The debt holders and trustee Chase Manhattan Trust Co. filed
their petition late Tuesday in federal bankruptcy court in
Wilmington, Del.  They own a significant percentage of $ 10
million in 7.75 percent convertible subordinated debentures
issued to Cerplex in 1986 and due in 2001.

Last year Cerplex, which employs about 500 people, including
120 in Orange County, consolidated its headquarters and a
parts-management facility in Irvine to cut costs.

For years, the company has struggled with losses and high
debts.  It was delisted from the Nasdaq stock exchange in 1997.

CHECKERS DRIVE-IN:  Announces Sale of 51 Restaurants
Checkers Drive-In Restaurants, Inc. (Nasdaq: CHKR) announced that
it sold 51 Rally's restaurants in St. Louis, Missouri, Little
Rock, Arkansas, and Virginia Beach, Virginia to Altes, LLC of
Boca Raton, Florida, for $16.4 million. Altes, LLC will operate
the newly acquired Rally's restaurants as a franchisee and will
pay ongoing royalties based on sales at the restaurants. Checkers
Drive-In Restaurants will use the net proceeds from this
transaction to further reduce existing debt.  

Altes, LLC has entered into a development agreement in
conjunction with their purchase where they have committed to
adding twenty-four new Rally's locations over the next five
years. Daniel J. Dorsch, president and chief executive officer of
Checkers stated, "This transaction has allowed us to
substantially reduce our borrowings under our recently completed
credit facility and we are continuing to work on the few
remaining market sales which, when completed, will further reduce
our debt. Our team continues to focus on improving restaurant
operations and strengthening our franchise system." Dorsch
continued, "We have now sold a total of 202 restaurants to
franchisees and entered into new development agreements for 109
additional stores over the next five years."

Checkers Drive-In Restaurants is moving from a 50 percent
corporate/ 50 percent franchise store mix to a 25 percent
corporate and 75 percent franchise store mix. Checkers Drive-In
Restaurants merged with Rally's Hamburgers in 1999 to create the
largest double drive-thru system in the United States.

COMPUTERIZED THERMAL: Chairman Comments on Nasdaq Listing Status
Computerized Thermal Imaging, Inc. (OTCBB: COII) announced that
David Johnston, Chairman and CEO of the Company, had released a
letter to shareholders regarding the status of the Company's
listing on Nasdaq.

In this letter, Mr. Johnston said, "Despite the positive and
upbeat annual meeting last week, I share your disappointment over
Nasdaq's hold on our stock listing, and I want to tell you what
steps are being taken to resolve this situation as soon as

"Nasdaq asked for additional information relating to a lawsuit
filed against me, and others, in 1986 relating to the offer and
sale of limited partnership interests. The lawsuit alleged, among
other things, violations of federal and state securities laws and
fraud. In response I filed an answer denying these allegations.
In 1988 a Federal District Court entered a default judgment
against me, and others, for $25M. Although there were findings of
failure to comply with discovery requests, there were no findings
of fraud or securities law violations."

"In 1987, I was placed into involuntary bankruptcy. The holders
of the previous judgment filed an adversary proceeding seeking to
make the Federal District Court judgment nondischargeable. In
1990, a settlement was reached between the parties of the
adversary proceedings and it was dismissed."

"Nasdaq has also requested additional information regarding the
Company. We have been, and intend to be, prompt and to fully
respond and cooperate in providing all the information requested
by Nasdaq."

"At a time when perhaps the most exciting announcements in
Company history are being made, we believe anonymous sources with
questionable intentions have distributed information, primarily
over the Internet, that is either false, out of context or
designed to mislead. They have also attacked the character and
integrity of our Officers and Directors. CTI is taking extensive
and aggressive actions to identify the individuals involved and
to seek all available legal remedies."

"There have also been reports by others that we believe did not
fairly characterize the Company or our products. Financial
information has been presented that is a year old and did not
accurately reflect our current financial condition. Quotes were
used from individuals who have never, to our knowledge, contacted
our Company or researched our products. We believe that these
individuals drew incorrect conclusions regarding our research,
products or their intended use."

"At the same time there is considerable good news that was
discussed at our annual meeting. For example:

"Last week we received approval of Module 2 of our FDA Pre-Market
Approval Application. This approval confirms our steady progress
toward FDA approval. The approval letters for this module, and
the previously approved Module 1, state: 'The module is accepted
and is now considered closed.' Although the FDA reserves the
right to reopen a module, there must be strong scientific
rationale and concurrence of the division director and the office

"We received Institutional Review Board Approval from Providence
Hospital to formally begin our Occupational Medicine Clinical

"During the last year, our shareholder base has gone from about
5,400 to over 28,000 shareholders, a sign of increased awareness
and interest in CTI."

"Our Net Tangible Assets have grown from -$159,000 as of June 30,
1999 to $45.7 million (unaudited) as of March 31, 2000 as a
result of successful private placements."

"As a Company, we stand by our products, management personnel and
support team. CTI remains committed to our business plan,
building and protecting shareholder value and protecting our
reputation and that of those associated with us. I am confident
that the issues that we are currently facing will be resolved in
a timely manner." Computerized Thermal Imaging, Inc. (CTI) is in
business to improve the quality of life through superior

CONNEAUT LAKE: Park Reopens With New Operator
The Associated Press reports that Conneaut Lake reopens after a
one-day shutdown following the battle between former managers and
a trustee on who will run the financially troubled amusement
park.  William Jorden, the court appointed trustee, takes control
of Conneaut Lake, by order of a bankruptcy judge in Youngstown,
Ohio. The park will no longer be run by Conneaut Lake Park
Management Group, a management company that has run the 108-year-
old park since February of last year.

"My mission has been to preserve Conneaut Lake Park and this is
the first, positive step," Jorden said.  He also plans for the
park as a cultural destination, a site for jazz concerts, music
festivals and lectures. The nearest competition for the 115-acre
park which is known for its high quality Blue Streak roller
coaster, is at Kennywood Park south of
Pittsburgh and Cedar Point in Sandusky, Ohio.

CONSECO INC:  Names Wendt New Chairman
Gary Wendt, former GE executive will be the new chairman and
chief executive for Conseco, Inc.  Conseco shares rose $1.125, or
14 percent, to close at $9 on the NYSE.  For the past two years,
company's stock price has been in a nosedive ever since it
acquired Green Tree Financial Corp. for $ 6 billion.  Stocks rose
19 percent as talks intensified about the company having Wendt.
Gary Wendt is considered top choice coming from interim chairman
David Harkins.  "I am delighted that the board has approved my
first choice for the job - Gary Wendt."  According to Harkins,
the company's annual profit increased from $ 300 million to $ 4
billion, while Wendt headed GE's financial services from 1984 to

DAEWOO GROUP: Foreign creditors seek debt sale
Foreign creditors holding debts from Daewoo affiliates
applied to sell 80 percent of their holdings to Korea's
special purpose company as of the end of June, the
Financial Supervisory Commission said Monday.

Applications for the debt sales by foreign creditors
covered US$ 3.4 billion out of the US$ 4.3 billion total
unsecured debts held by the foreign creditors.  The
government-run Korea Asset Management Corp will buy the
unsecured debts through a special purpose company, a kind
of paper company.

The first sales application was filed on June 22, and the
FTC extended the June 30 application deadline for three
weeks at the request of foreign firms.  They cover about 95
percent of the unsecured debts.

"Foreign creditors have accepted the debt workout programs
for Daewoo affiliates, and the workouts are expected to
proceed smoothly, thanks to the favorable reaction from
foreign creditors," FTC source said.  (Asia Pulse  03-July-

DAEWOO MOTOR: Ford due diligence to begin July 10
Daewoo Motors choose Ford Motors Corp. as the preferred
negotiating partner in the sell off of the former, but a
restructuring committee of the Daewoo Motors will conduct a
due diligence evaluation simultaneously with price talks so
that a deal could be signed by the end of August.  A
spokesman said that the number of negotiating partners has
been reduced to one preferred bidder and the agreed amount
is still not known. (Digital Chosun 02-July-2000)

DIEDRICH COFFEE: May Violate Bank Covenants
Diedrich Coffee expects to be in violation of its bank covenants
and is currently negotiating with its lenders to amend terms of
its credit agreements, City News Service reports.  The company
announced "substantial non-cash charges" in relation to its
Gloria Jean's operation.  The charges will be quantified by the
end of July and will reflect the closure of 39 Gloria Jean's
stores and other operating shortcomings in the Gloria Jean's
division.  Being profitable this year is out of the question
caused from additional management staff and delays in
franchising, thus recording a "substantial loss" for its fourth
quarter and fiscal year.

DYNACORE HOLDINGS: Completes Sale of European Operations
Dynacore Holdings Corporation (formerly Datapoint Corporation
EBB: DTPTQ) announced that the previously reported sale of its
European operations and certain U.S. assets to Datapoint NewCo I
Limited 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, was completed today.

Under the agreement in principle reached with the Official
Unsecured Creditors' Committee appointed in Dynacore's Chapter 11
case pending in United States Bankruptcy Court for the District
of Delaware (Case No. 00-1853 (PJW)), at the time of confirmation
of the Plan of Reorganization, Dynacore is expected to have
remaining working capital from the proceeds of the sale of
approximately $4 million after fees, expenses and certain escrow
items required in the sale. Dynacore will have no debt at that

The sale of its European Operations is consistent with the
direction of the Corporation to focus its efforts and resources
on acquiring, developing and marketing software with Internet and
E-commerce applications. The previously acquired Corebyte
Networks(TM) product family (, highlights this
effort. The Corebyte subsidiary has developed an intelligent
browser-based communications networking system. With a single
interface, users of Corebyte Networks(TM) products directly
access every application necessary to manage their enterprise
from basic E-mail to advanced group computing tools. Corebyte
Networks(TM) products users seamlessly share and exchange
valuable information, selectively and securely, within their
networked community and across enterprises via the Internet.
Companies that standardize their network on Corebyte Networks(TM)
products gain all the benefits of the Internet and eliminate the
fear of obsolescence.

GENESIS/MULTICARE: Motion For Joint Administration of Cases
Pursuant to Rule 1015(b)(4) of the Federal Rules of Bankruptcy
Procedure, the GHV Debtors ask that the Court order their chapter
11 cases be jointly administered in order to reduce costs and
facilitate a more efficient administrative process, unencumbered
by the procedural problems otherwise attendant to the
administration of multiple chapter 11 cases.

Judge Walsh granted the Debtors' Motion, ordering that these
cases be administered jointly under Bankruptcy Case No. 00-02692.  
Judge Walsh makes it clear that this is for procedural purposes
only, neither contemplating nor impairing the right of any party-
in-interest to seek a substantive consolidation of Genesis'

Due to the separate capital structures of the MultiCare Debtors,
MultiCare asks that its chapter 11 cases not be jointly
administered with the Genesis chapter 11 cases.  However, rather
to administer all of its chapter 11 cases efficiently, MultiCare
asks that all of the MultiCare cases be jointly administered
pursuant to Bankruptcy Rule 1015.

Judge Walsh granted Multicare's motion for joint administration,
directing that its cases be administered under Bankruptcy Case
No. 00-02494.  July Walsh makes it clear, again, that this is for
procedural purposes only, neither contemplating nor impairing the
right of any party-in-interest to seek a substantive
consolidation of MultiCare's estates.

HARNISCHFEGER: U.S. Trutee Appoints Beloit Creditor Committee
When the U.S. Trustee appointed one official committee to
represent the interests of both Beloit and Harnischfeger
creditors, it was immediately apparent to the Debtors, committee
members, and the professionals that conflicts of interest would
arise in connection with, inter alia, substantive consolidation
discussions, corporate veil piercing theories, intercompany
claims, allocation of administrative expenses, and claims against
officers and directors.  

Rockwell International and SunTrust Bank, Central Florida,
National Association, joined to form an unofficial Beloit
SubCommittee, joined by Potlach Corporation, The Franklin Funds
and U.S. Bancorp Libra.

The Official Committee and the Debtors agreed not to interpose
any objection to the Beloit SubCommittee's retention of
professionals and payment of the professionals' fees from
Beloit's estates.  Armed with a term sheet outlining that
agreement, the Beloit SubCommittee advised the U.S. Trustee that
it would be requesting authority to employ separate

Exalting form over substance, the U.S. Trustee said okay to the
retention of professionals, but said its office would be
compelled to object to payment of the professionals' fees unless
a separate committee were officially appointed by the U.S.
Trustee's office.  The U.S. Trustee prepared the appropriate
bureaucratic form to appoint, pursuant to 11 U.S.C. Sec. 1102(a):

     * Rockwell International (Committee Chair);
     * Potlach Corporation;
     * The Franklin Funds;
     * U.S. Bancorp Libra;
     * Circul-Aire;
     * Walzen Irle GMBH; and
     * SunTrust Bank, Central Florida, National Association (Ex-

to serve on an Official Committee of Unsecured Creditors in
Beloit's chapter 11 cases. (Harnischfeger Bankruptcy News Issue
24; Bankruptcy Creditor's Services Inc.)

LEASING SOLUTIONS: Order Approves Disclosure Statement
The Disclosure Statement of Leasing Solutions, as modified is
approved by the US Bankruptcy Court, Northern District of

The Confirmation Hearing is set for August 2, 2000 at 9:00 AM.

MICROGRAFX: Restructures, Examines Potential Financing Sources
Graphics software maker Micrografx Inc., Allen, Texas, said
Monday said it would record an undetermined charge in the fourth
quarter for the cost of job cuts and other measures it has taken
to restructure its business, according to Reuters. The company
cut has cut 74 U.S. jobs, or about 40 percent of its U.S.
workforce, most of which were made at the company's headquarters.
The company said it is continuing to look into various financing
methods to ensure it has the necessary capital resources,
including the potential sale of equity securities or the sale or
spin-off of certain assets, and said that its failure to do so
could could result in severe operational difficulties, such as
additional reduction in the scope of operations, or ultimately a
forced reorganization or bankruptcy. The company said the total
amount of the charges and the future effect of the restructuring
actions will be reported in conjunction with its fiscal fourth-
quarter operating results, currently planned for mid-August. (ABI

NATIONAL RESTAURANTS: Order Approves Disclosure Statement
By order entered on June 23, 2000, the US Bankruptcy Court for
the Southern District of New York approved the Disclosure
Statement of National Restaurants Management, Inc., et al. as
containing adequate information.

A hearing on confirmation of the plan will be held on July 26,
2000 at 2:00 PM.

The plan incorporates a motion to authorized the substantive
consolidation of the debtors.  Any objection to the confirmation
of the plan or to substantive consolidation must be filed on or
before July 21, 2000.

The holders of the Class 2 ALGM Secured Claim and the Class 4
General Unsecured Claims are impaired.  In accordance with the
ALGM Settlement Agreement, the holder of the claim shall receive
a distribution of $1 on the First Distribution Date.  The balance
of the ALGM claim is classified and treated as Class 4 General
Unsecured Claim. ALGM holds a valid and enforceable prepetition
claim of approximately $120 million.

Holders of allowed general unsecured claims shall receive a
distribution of 1% of their allowed claim on the First
Distribution Date or as soon as practicable thereafter.  In
accordance with the terms and conditions of the ALGM Settlement
Agreement, the distribution to be made on account of the general
unsecured claim of ALGM shall not exceed $1 million.  The debtors
estimate that the total amount of Allowed Class 4 Claims shall be
approximately $130,000,000.

NATIONSWAY TRANSPORT: Judge Says Officers Liable For Unpaid Wages
U.S. District Judge Edward Nottingham ruled that NationsWay
Transport Services officers, including Colorado Rockies co-owner
Jerry McMorris, are liable for at least $12 million in back wages
left unpaid when the company filed for bankruptcy protection.
Judge Nottingham dismissed defense lawyer James Scarboro's
arguments that bankruptcy laws pre-empt corporate officers'
liability, saying that the state law clearly subjects corporate
officers "to personal liability for wages earned but unpaid at
the time that an employee is discharged at the employer's

As reported earlier, NationsWay Transport filed for bankruptcy
protection in May 1999.

OMEGA HEALTHCARE:  Madison/OHI Files Lawsuit
Omega Healthcare Investors Inc. (NYSE:OHI) announced that a
customer known as Madison/OHI Liquidity Investors, L.L.C., has
filed a lawsuit alleging breach and anticipatory breach of a
commercial contract.  The principals of Madison/OHI are Bryan
Gordon of Incline Village, Nevada and Ronald Dickerman of New
York City. In addition, Mr. Dickerman has individually filed a
separate action alleging violations of Section 10(b) of the
Securities Exchange Act of 1934.  Omega announced that the
solicitation of proxies for the upcoming July 14, 2000 Special
Meeting of Stockholders is proceeding and urged all stockholders
who have not voted to do so promptly.

Essel W. Bailey, Jr., Omega's President and CEO, stated: "As
explained in my June 15 letter to stockholders, Omega faces
significant liquidity challenges arising from the combined impact
of the current environment in the long-term care industry and the
need to repay $81 million of debt due July 15, with an additional
$48 million due February 2001. After careful analysis of a
variety of alternatives, the Omega Board unanimously approved the
Explorer investment and the new stock incentive plan which will
replace our existing stock option plan. We urge stockholders who
support the infusion to vote "FOR" both the proposals covered by
our June 15, 2000 proxy statement, because the approval of both
proposals is a condition to the equity infusion." The Company
clarified that the options currently proposed to be awarded to
management under the proposed new plan will be priced at the
higher of fair market value or the effective per common share
price of Explorer's investment.

PENN TRAFFIC:  Announces Stock Repurchase Program
The Penn Traffic Company (Nasdaq: PNFT) announced that its Board
of Directors has authorized the Company to repurchase up to an
aggregate value of $10 million of Penn Traffic's common stock
from time to time in the open market or privately negotiated
transactions. The timing and amounts of purchases will be
governed by prevailing market conditions and other
considerations. Penn Traffic also announced that it expects to
continue to evaluate all other strategic alternatives to increase
shareholder value.

"Since our debt levels are significantly below our earlier
expectations, we are able to simultaneously implement a strong
capital investment program and to utilize a limited amount of our
financial resources for a share repurchase program. We believe
that the purchase of our common stock is a compelling investment
for Penn Traffic since we believe that our stock price does not
reflect the long-term intrinsic value of our business," said
Joseph V. Fisher, President and Chief Executive Officer of Penn

Penn Traffic does not expect that the share repurchase program
will have any effect on the Company's $100 million 18-month
capital expenditure program.  The company has 20,106,955 shares
of common stock outstanding, which trade on the Nasdaq National
Market. Penn Traffic's ability to repurchase its common stock is
subject to limitations contained in the Company's debt
instruments. The amount allowed that can be repurchased will
base solely on its financial results, currently it is allowed an
amount of $ 3.5 million of common stock.

RANDALL'S ISLAND: Taps Zolfo Cooper as Bankruptcy Consultants
The debtors, Randall's Island Family Golf Centers, Inc., et al.,
seek an order authorizing their employment of Zolfo Cooper, LLC
as Bankruptcy Consultants and special financial advisors nunc pro
tunc to May 4, 2000.

The debtors require the services of experienced bankruptcy
consultants and special financial advisors to assist them in
restructuring the business and developing, negotiating and
confirming plans of reorganization.

The firm will provide the following services:

Advise and assist management in organizing the debtors' resources
and activities so as to effectively and efficiently plan,
coordinate and manage the chapter 11 process and communicate with
customers , lenders, suppliers employees, shareholders and other
parties in interest;

Assist management in designing and implementing programs to
manage or divest assets, improve operations, reduce costs and
restructure as necessary with the objective of rehabilitating the

Advise the debtors concerning interfacing with Official
Committees, other constituencies and their professionals,
including the preparation of financial and operating information
required by such parties and/or the Bankruptcy Court;

Advise and assist management in the development of a plan of
reorganization and underlying Business Plan, including the
related assumptions and rationale, along with other information
to be included in the Disclosure Statement.

Advise and assist the debtors in forecasting, planning and
controlling and other aspects of managing cash, and, if
necessary, obtaining DIP and/or Exit financing.

Advise the debtors with respect to resolving disputes and
otherwise managing the claims process;

Advise and assist the debtors in negotiating a plan of
reorganization with the various creditor and other

As requested, render expert testimony concerning the feasibility
of a plan of reorganization and other matters that may arise in
the case.

The billing rates for professionals who may be assigned to this
engagement range from $390-$450 for principals, members, $150-
$385 for professional staff and $75-$125 for paraprofessional and
support personnel.

SMART AND FRIENDLY: Ceases Operations
Smart and Friendly, which produced CD storage devices including
CD recorders, CD-ROM drives and accessories, ceased daily
operations in late May after its assets were liquidated by Sanwa
Bank California, according to MacCentral. Friendly President and
CEO Perry Solomon reportedly took legal steps to stop Sanwa Bank
from liquidating and attempted to continue operations with a
smaller staff, but by mid-May, the company's assets were sold
off, and its Chatsworth, Calif., headquarters were padlocked. "It
is questionable if Smart and Friendly will ever be salvageable as
a functioning company again," reported one source. (ABI 05-Jul-

SOGO CO.: Japan Chips In $1.5bn For Rescue
Sogo Co. will receive some 97 billion (US$1.5 billion) of
taxpayer money to help rescue  the company from a major
corporate bankruptcy.

This will pave the way for Sogo's other bankers to forgive
more than 630 billion in loans. The banks had wavered for
weeks on whether to grant Sogo's request for the debt
forgiveness, one of the largest loan write-offs in Japanese
bank history.

The Financial Reconstruction Commission, the agency charged
with overseeing reform in the banking system  said this
will ease pressure on the banks to which Sogo owes a total
of 1,680 billion but there will be questions about where
the Government will draw the line on the use of public
money. The precedent set on last week could mean that
thousands of companies will press for debt forgiveness.

The government was pushed into this position by Shinsei Bank, the
former Long-Term Credit Bank, which the Government sold last year
to a private group led by an American investment firm, Ripplewood

Sogo's loans fell into that category, and on Wednesday
Shinsei asked the Deposit Insurance Corp to buy back 97
billion of the 200 billion Sogo owes it.  Shinsei had
already set aside 103 billion in reserves against
potential default.  Under the terms, the Government must
buy back any loans made by Long-Term Credit Bank whose book
value falls by 20 per cent or more for the next three
years. (Sydney Morning Herald 03-July-2000)

SOGO CO.: S&P Critical of Bail Out
Credit rating agency Standard and Poor's (S&P) has
expressed concern that the bailout of Sogo Corp. by the
Japanese government will create a false assumption that
public agencies will shoulder the credit risk of all
private companies.

This is an offshoot of Financial Reconstruction
Commission's decision to write off Y97bn ($910m) of Y198bn
Sogo loans it will buy from Shinsei Bank, the nationalised
bank recently sold to US investors.  Other creditors will
most likely follow suit citing the government's decision to
forgive Sogo's debt.

Some 73 banks have approved a Y632bn debt-relief scheme
which in turn will cut the liabilities to Y1,700B caused by
overexpansion in Japan's "bubble years."

STAFFMARK INC: Closed Agreement To Sell Division
StaffMark, Inc. (Nasdaq: STAF) announced that it closed agreement
to sell its Commercial Services Division to Stephens Group, Inc.
("Stephens"). In connection with the sale, Stephens paid
approximately $190.1 million in cash in return for the
liabilities and assets associated with the Commercial Services
business, including the "StaffMark" name. Simultaneous with the
closing, StaffMark, Inc. changed its name to "Edgewater
Technology, Inc." (the "Company") and its stock symbol to "EDGW"
consistent with its previously announced intention to focus on
its e-business consultancy subsidiary, Edgewater Technology. The
Company has also changed its web address to
Net proceeds from the sale will be used to repay the Company's
bank debt.

Commenting on the change, Clete Brewer, Chairman of the Board and
CEO of the Company said, "Our new name is intended to reflect the
significant strategic shift of the Company's resources away from
traditional staffing. This is only the beginning of an aggressive
move to position Edgewater Technology as a pure play e-business

STAGE STORES: Troy and Greenville To Liquidate
Dayton Daily News reports that Stage Department Stores' Troy and
Greenville locations are casualties of its parent company, Stage
Stores Inc. after filing for Chapter 11 this month.  Liquidation
sales are scheduled to commence on Aug. 1, according to Nicole
Powell, Troy assistant store manager, and Lelah Skidmore,
Greenville store manager.  Both stores has about a manpower of 15
persons each.  Manager Mike Melchin, says his store in Sidney is
not affected and will remain open, while the one in Mount Vernon
in Ohio will likely be closed, according to officials.  After
being bought in 1996, Uhlmans stores will close their doors by
Nov. 1.

TELEGEN: Completes Reorganization, Common Stock Reverse Split
Telegen Corp., San Mateo, Calif., announced that it has
successfully completed its reorganization under its
reorganization plan, which was confirmed by the U.S. Bankruptcy
Court for the Northern District of California last Wednesday,
according to a newswire report. In addition, the company
announced a 1-for-16 reverse split of its common stock, effective
last Friday. Shares of Telegen common stock outstanding on this
date will be exchanged for shares of new common stock in a ratio
of 16 shares of old common stock for one 1 share of new common
stock. The company said that shareholders will shortly receive
instructions for exchanging the certificates. Telegen produces
flat-panel display technology, telecommunications and Internet
products. (ABI 05-Jul-00)

TOYSMART: Seeks Court Approval for $1.5 Million in DIP Financing
Bankrupt toy marketer Inc. announced Monday it will
seek court permission to enter into a $1.5 million debtor-in-
possession (DIP) credit line with Paragon Capital Corp.,
according to a newswire report. Having officially ended
operations on May 19,, whose majority owner is Walt
Disney Co. (DIS), agreed last week to the involuntary chapter 11
petition filed against it by creditors on the advice of
consultant Stephen S. Gray of The Recovery Group, Boston. The
company said it is accepting bids for all remaining assets. (ABI

UNICAPITAL CORP: Received $29M From A $301M Securitization
UniCapital Corporation received $29 million in proceeds from the
pre-funding of a $301 million securitization of small ticket and
middle-market equipment leases, which originally closed in March
of this year. The Class A notes that were issued in the
securitization are supported by a note insurance policy issued by
Ambac Assurance Corporation. The indenture trustee held the
additional proceeds for the benefit of note holders and Ambac
pending the transfer of additional equipment leases to the note

Most of the proceeds received by UniCapital have been used to
reduce outstanding indebtedness under the warehouse commercial
paper facility sponsored by Bank of America that had been used to
finance the transferred leases. Bank of America has agreed that
UniCapital may re-borrow the amount it has repaid under the
warehouse facility.

An additional $32 million of pre-funding proceeds will be used to
redeem notes on July 20, 2000.

WASTE MANAGEMENT: Sale in Denmark, Slovakia, Czech Republic
Waste Management, Inc. (NYSE: WMI) today announced that its
wholly-owned subsidiary signed and closed on an agreement to sell
its waste services operations in Denmark, Slovakia and the Czech
Republic to Marius Pedersen Holding A/S, a subsidiary of the
Marius Pedersen Foundation, for approximately U.S. $120 million.

The transaction announced today stems from Waste Management's
strategy to re-focus on its North American solid waste
operations. The Company noted that this sale brings the total
proceeds received in 2000 from its divestiture program to $1.1
billion, and total announced sales agreements to approximately $
2.0 billion.

Waste Management subsidiaries are in discussions with other
parties on the divestitures of certain other international
businesses, as well as certain non-core and non-integrated solid
waste assets in North America. The Company intends to use the
proceeds of these divestitures primarily to reduce debt, and to
make selective tuck-in acquisitions of solid waste businesses in
North America.

Waste Management, Inc., based in Houston, is its industry's
leader in providing waste management services. In North America,
the Company operates throughout the United States, and in Canada,
Puerto Rico, and Mexico, serving municipal, commercial,
industrial and residential customers.

WHITE'S FINE:  Closes Forever After Reopening  Sales
The Columbus Dispatch reports that White's Fine Furniture will
end its business for good this year after filing for bankruptcy
three months ago.  Come July 12, three stores will reopen and
sell the remaining furniture to settle unfinished trade with more
than 1,500 customers who deposited $ 1.1 million for their
orders.  Overlooking the liquidation is court-appointed Planned
Furniture Promotions of Newington, Conn.  The liquidator hopes to
process unfilled orders before the scheduled reopening and to
deliver goods to those customers shortly thereafter.  A private
sale is scheduled to begin on July 12 wherein past customers are
invited.  Liquidation sale will commence the second week of


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