TCR_Public/000717.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R

   Monday, July 17, 2000, Vol. 4, No. 138

                   Headlines

ACME METALS: Seeks Extension To Assume/Reject Leases
AQUA VIE BEVERAGE: Net Loss of $1.37MM For Nine Month Period
AUREAL INC: Committee Agrees to Extension of Exclusivity
BAUPOST FUND: Reports 10.28% Gain For Six Months
CLARIDGE: High River/AREP Objects to Committee's Professionals

CLARK MATERIAL: Receives Increased Financing Commitment
EAGLE GEOPHYSICAL: Emerges From Bankruptcy
FRUIT OF THE LOOM: Farley Objects To Examination of 13 Charities
GENESIS/MULTICARE: Trustee Schedules Meeting To Form Committees
GST TELECOM: Motion To Supplement Retention of Deloitte & Touche

iPCS INC./ iPCS WIRELESS: Moody's Assigns Ratings
INTEGRATED HEALTH: Applies to Employ Vinick & Doherty
INTEGRATED HEALTH: Court Approves Agreement With SNH
JUMBOSPORTS: Files Second Amended Plan
LOEWEN: Seeks To Honor Prepetition Debt to Non-Debtor Affiliate

MARINER: Court Approves Agreement With SNH
MEDPARTNERS: Motion For Approval of Sale Procedures
MONEYSWORTH & BEST: Files For Bankruptcy
PRESCIENT TECH: Spatial Acquires Prescient Tech for $1.4 Million
PRIME SUCCESSIONS: Files Chapter 11 Petition and Plan

SAFETY-KLEEN: Judge Denies Bankruptcy Transfer, Grants TRO
SAFETY-KLEEN: Applies To Employ Arnold as Environmental Counsel
STONE & WEBSTER: Court Approval for Acquisition of Assets
SUN HEALTHCARE: Appoints New Chairman and New CEO
SYBASE: Prospectus Relating to 7,381,917 Shares

THERMATRIX INC: First Quarter Results
UNITED COMPANIES: Receives Approval for Disclosure Statements
UNITED KENO: Extended Protection From Creditors

                   *********

ACME METALS: Seeks Extension To Assume/Reject Leases
----------------------------------------------------
The debtors, Acme Metals Incorporated, and its debtor affiliates
seek a court order further extending the time within which the
debtors shall assume or reject unexpired leases of nonresidential
real property.  The debtors seek an order pursuant to section
365 (d)(4) of the Bankruptcy Code further extending for 120 days,
to and including November 17, 2000 the time in which they must
move to assume or reject their unexpired leases of nonresidential
real property.

The debtors are lessees or sublessees with respect to
approximately 25 unexpired leases of nonresidential real
property.

The Unexpired leases are an integral part of the debtors'
businesses as the premises subject to such leases include right-
of-ways used in transporting goods and raw materials between
facilities as well as leases for sales and business offices.  The
leases are vital to the debtors' continued operations of
manufacturing and fabricating steel.

At this stage of the reorganization process, given the complexity
of the cases and the burdensome and time-consuming task of
evaluating the unexpired leases, the debtors have simply not been
able to assess the value or marketability of unexpired leases and
make determinations with respect to which unexpired leases should
be assumed and which, if any, should be rejected.


AQUA VIE BEVERAGE: Net Loss of $1.37MM For Nine Month Period
------------------------------------------------------------
Aqua Vie Beverage Corporation had net losses of $663,077 and
$1,374,530 for the three and nine month periods ended April 30,
2000 on revenues of $34,462 and $64,712 respectively.  This
compares to net losses of $386,645 and $1,092,066 for the three
and nine month periods ended April 30, 1999 on respective
revenues of $7,791 and $8,733.

Subsequent to the end of the April 30th period, on June 5, 2000,
the company received a commitment from two investment portfolios
controlled by unrelated third parties for financing up to an
aggregate amount of $6 million through September 30, 2000, to be
used in bottling production and to address an order backlog
accumulated subsequently, as well as general working capital.
Initial funding related to this commitment has been received by
the company.


AUREAL INC: Committee Agrees to Extension of Exclusivity
---------------------------------------------------------
The Official Committee of unsecured creditors of Aureal, Inc.
d/b/a Silo.com does not oppose the motion of the debtor to extend
by 120 days (until December 1, 2000 and January 30, 2001,
respectively), the deadlines by which the debtor has the
exclusive right to file a plan of reorganization and solicit
acceptances of such plan, provided that any extension is without
prejudice to the right of any party in interest, including the
Committee to request at a later date, if circumstances warrant,
that those deadlines be shortened or lengthened.


BAUPOST FUND: Reports 10.28% Gain For Six Months
------------------------------------------------
Baupost Fund reports a gain of 10.28% for the six months ended
April 28, 2000. The Fund achieved the gain amidst what it refers
to as "a volatile equity market environment where both growth and
value managers experienced difficulty". Indeed, two of the most
notable investors of the twentieth century effectively ended
their investment careers this year after incurring substantial
losses. Ironically, Julian Robertson's Tiger Fund closed its
doors largely as a result of missing out on technology stocks in
recent years, while Stanley Druckenmiller of the Soros
organization quit as a result of losses experienced from his
technology holdings. This bucking bronco of a market has made it
hard for nearly all investors, regardless of approach, to hang
on.

The Baupost Fund exists to accommodate the family members and
friends of Baupost clients. It participates ratably in all of the
investment ideas generated at Baupost which are consistent with
legal guidelines applicable to the Fund and with the Fund's
investment objective. The investment objective of the Fund is
capital appreciation, with income as a secondary goal. The Fund
seeks to achieve its objective by profiting from market
inefficiencies using a value-oriented and, often, an event driven
approach. Baupost indicates it is not seeking to keep up with any
particular market index or benchmark. Rather, it is attempting to
achieve good risk-adjusted investment results over time through
the successful implementation of its investment philosophy.

Its current portfolio is broadly diversified with a concentration
in undervalued U.S. equities, many with a partial or full
catalyst for value realization.  For a schedule of the Fund's
investments at April 28, 2000 access http://www.sec.gov/cgi-
bin/srch-edgar?0001072613-00-000708, free of charge on the
Internet.

The Fund reported gross investment income of $1,917,614 for the
six months ended April 28, 2000, with net investment income of
$23,403.


CLARIDGE: High River/AREP Objects to Committee's Professionals
--------------------------------------------------------------
High River Limited Partnership and American Real Estate Partners
object to the application of the Secured Noteholders Committee to
retain US Bancorp Libra as financial advisor, and the Committee's
application to retain PricewaterhouseCoopers, LLP as appraiser
and valuation consultant, and the motion of the committee for an
order allowing the cost of liability insurance policy as an
administrative expense.  

High River/AREP incorporates and adopts the debtors' objection
and the objection of the Official Committee of Unsecured
Creditors to the professionals and High River/AREP incorporates
and adopts the objections of the Official Committee of Unsecured
Creditors to the motion allowing the cost of the insurance policy
as an administrative expense.


CLARK MATERIAL: Receives Increased Financing Commitment
-------------------------------------------------------
CLARK Material Handling Company announced that its subsidiary,
CLARK Material Handling Asia, has received an increased financing
commitment from Korea Development Bank (KDB).  The new facility
represents a 250% increase over the Company's prior facility with
KDB and totals $35 million.  Additionally they have established a
new working capital facility of 5 billion Korean Won or $4.5
million.

"Our operations in Korea include a state-of-the-art production
facility and represent an important component of CLARK's
competitive strength," Dr. Martin M. Dorio, Jr., Chairman and
Chief Executive Officer stated.  "Attaining additional Asian
financing is a very important element of the manufacturing
transition plan approved by the court on June 27.  It will enable
CLARK to execute the Asian portion of the plan as approved."

Last week, CLARK Material Handling Company announced that it had
received court approval for permanent debtor-in-possession
financing of up to $45 million from Congress Financial
Corporation in the United States.

"We are very pleased with the high level of lender support we are
receiving," stated Dr. Dorio.  "We are well-positioned to
continue to meet our post Chapter 11 filing obligations to
suppliers and, in turn, provide dealers and customers with the
quality products, parts and services they have come to expect
from CLARK."

As an industry leader since it invented the first material
handling truck in 1917, CLARK has built more than one million
forklifts during its history. Today, CLARK machines comprise one
of the largest fleets of forklifts in North America with 250,000
in use and more than 350,000 in operation throughout the world.
CLARK also produces and markets forklifts in Asia and Europe as
well as manual and electric pallet trucks, stackers, tow
tractors, dock levelers, vehicle restraints, elevating docks and
lift tables.

CLARK operates facilities in Lexington, KY; Pell City, AL;
Brampton, Canada; Mulheim, Germany and Changwon, South Korea and
distributes its products through a worldwide network of nearly
30O dealers.  CLARK markets its products under a variety of
trademarks including CLARK, Samsung (forklifts), Blue Giant, and
Powrworker.  For additional information, visit CLARK's website at
http://www.clarkmhc.comor call toll free 1-800-780-CLARK, or 1-
800-770-PART.


EAGLE GEOPHYSICAL: Emerges From Bankruptcy
------------------------------------------
According to the Houston Business Journal, Eagle Geophysical Inc.
and its subsidiaries have emerged from bankruptcy. The amended
joint plan of reorganization was approved by a U.S. Bankruptcy
Court in Delaware. The company emerges with new access to a
revolving credit facility, $12 million of stockholders' equity
and approximately $3 million of secured debt.  Ongoing seismic
acquisitions of Eagle Geophysical will continue to operate in
Texas and Louisiana Gulf Coast area of the United States, and of
western Canada.


FRUIT OF THE LOOM: Farley Objects To Examination of 13 Charities
----------------------------------------------------------------
Mr. Farley objects to the Debtors' requests to examine 13
charities, arguing that they would invade privacy rights since
charitable donations are personal business.  Mr. Farley points to
a Missouri bankruptcy court decision, In re Apex Oil Co., 101
B.R. 92, 103 (Bakr E.D. Mo. 1989), for the proposition that
"[t]hird parties should be insulated from the public forum when
their personal documents do not constitute judicial records and
they are not parties to litigation."  Also, Mr. Farley urges, the
Court should be sensitive to the potential embarrassment
charities and donors may suffer if the Examinations the Debtors
request are permitted to go forward.  


GENESIS/MULTICARE: Trustee Schedules Meeting To Form Committees
---------------------------------------------------------------
The United States Trustee for Region III has scheduled an
organizational meeting for the purpose of forming one or more
official committees of the Debtors' creditors.  That meeting will
be held on Tuesday, July 11, 2000, in Wilmington, Delaware.  
Contact the Office of the U.S. Trustee at 215-597-4411 for
additional details.


GST TELECOM: Motion To Supplement Retention of Deloitte & Touche
----------------------------------------------------------------
The debtors, GST Telecom Inc., et al., seek authority to
supplemental the retention and employment of Deloitte & Touche
LLP and Deloitte Consulting LLC as financial, tax and
restructuring consultants.

The debtors request that the court authorized them to enter into
and perform the Engagement Letter, that they be allowed to retain
and employ the temporary staffing services of one senior manager
of Deloitte & Touche LLP(Canada) on an "as requested" basis to
assist the debtors in evaluating their operations, preparing a
business plan and assisting the debtors' accounting staff with
routine reporting and tax matters, and that the debtors be
allowed to pay Deloitte & Touche LLP (Canada) $6,700 per week
plus expenses.

The debtors have lost numerous key employees, and an enormous
burden has been places on the employees of the debtors,
particularly on the controller and the accounting staff.  
Therefore, the debtors propose to utilize one senior manager from
Deloitte & Touche LLP(Canada) to provide to the debtor temporary
staffing services.


iPCS INC./ iPCS WIRELESS: Moody's Assigns Ratings
-------------------------------------------------
Moody's Investors Services assigned a Caa1 rating to iPCS Inc.'s
(iPCS) $150 million (gross proceeds) senior discount notes due
2010 and a rating of B2 to iPCS Wireless, Inc.'s $140 million
senior secured credit facility. The senior implied rating of iPCS
Inc. is B2 and the outlook for the ratings is stable.

The ratings reflect the early stage of the company's PCS
operations, the highly competitive environment of the wireless
communications industry, and Moody's expectation of negative cash
flows over the next several years. The ratings also incorporate
the strengths and weaknesses of the issuer's relationship to and
agreements with Sprint PCS, and the positive performance to date
of the Sprint PCS affiliate program. The rating on the Rule 144a
senior discount notes recognizes the benefit of guarantees from
operating subsidiaries, which are contractually subordinated to
borrowings under the secured credit facility. The B2 rating on
the bank credit facility considers that the collateral provides
the lenders with moderate protection in a distressed scenario
given the company's early stage of development.

The senior discount notes are being sold in a privately
negotiated transaction without registration under the Securities
Act of 1933 (the "Act") under circumstances reasonably designed
to preclude a distribution thereof in violation of the Act. The
issuance has been designed to permit resale under Rule 144A.

iPCS is the exclusive provider of Sprint PCS wireless services
and products to a service area covering 35 markets and over 7
million POP's in the mid-western United States.

As with all Sprint PCS affiliate agreements, iPCS does not own
the wireless licenses it uses but leases the spectrum from Sprint
PCS on a long-term contract basis. iPCS is responsible for
building out the network, signing subscribers, and managing the
operations once complete. In return, Sprint receives an 8% fee on
all of the affiliates' service revenues excluding handsets,
accessories, and certain roaming revenues.

The company's proposed $150 million notes offering, $140 million
bank credit facility, and contributions from equity investors and
new equity issuance is expected to fully fund its business plan
through the period of network buildout.

iPCS will derive immediate benefit through Sprint's brand name
recognition, a nationally focused sales and marketing
organization, access to extensive retail distribution channels
and purchasing power for network and customer equipment. iPCS
will also exercise its option as a type II affiliate under the
agreement to utilize Sprint's operation support systems (back
office, billing, etc.) giving it a well trained and scalable
operational support system without the capital costs and ramp-up
time expected with a greenfield operation.

Notwithstanding all these advantages, Moody's expect the
development of a meaningful subscriber base to result in
operating cash flow losses over the next several years and does
not expect leverage to moderate below the 5 times level until
2005. Moreover, Moody's is concerned about the lack of asset
protection available to bondholders. iPCS owns no spectrum, and
its network assets will be pledged as collateral to the lenders
under the bank credit facility.

Based in Geneseo, Illinois, iPCS, Inc. is the exclusive provider
of Sprint PCS products and services in a territory covering over
7 million people in the mid western United States.


INTEGRATED HEALTH: Applies to Employ Vinick & Doherty
-----------------------------------------------------
The Debtors have employed V&D as litigation management counsel
since 1990. Since the petition date, V&D has continued to perform
such services pursuant to the Court's order governing the
employment of ordinary couse professionals. In anticipation that
Vinick & Docherty's monthly fees and expenses will exceed the
$25,000 per month cap under the Order, the Debtors submit a
separate application to seek the Court's authorization to employ
V&D as their Special Counsel.

The Debtors contemplate that V&D will perform litigation
management services and will assist the Debtors' in-house counsel
in this respect. V&D will not undertake any representation
related to the prosecution of the Debtors' chapter 11 cases, or
any plan of reorganization.

Specifically, V&D will render professional services in:

     (1)  management and supervision of the Debtors' litigation
in the commercial, employment, discrimination and negligence
areas;

     (2)  assisting Debtors' in-house counsel in regulatory,
compliance, patient care and fraud and abuse issues;

     (3) assisting the Debtors' in-house counsel in collections
matters against institutional and individual account debtors;

     (4) assisting the Debtors' auditors and securities counsel
in connection with litigation risk valuations; and

     (5) advising and assisting the Debtors in connection with
ordinary course insurance, regulatory and corporate matters.

The Debtors believe that V&D is well qualified, and is uniquely
able to represent the Debtors for its familiarity with all known
pending federal investigations relating to the Debtors'
businesses and regulatory affairs.

Subject to court approval, the Debtors will pay V&D hourly rates
of:
  
                    James M. Docherty         $ 225
                    David M. Wachsman         $ 200
                    Phillip J. Mancuso        $ 175
                    Andrew D. Schildiner      $ 175
                    Paralegals                $  75

Plus out of pocket expenses.

The Debtors represent that the charges by V&D are reasonable,
that to the best of their knowledge, the members and associates
of V&D do not have any connection with the Debtors or other
parties in interest, and the respective attorneys of V&D do not
hold any interest adverse to the Debtors or their estates.
(Integrated health Bankruptcy News Issue 6; Bankruptcy Creditors'
Service Inc.)


INTEGRATED HEALTH: Court Approves Agreement With SNH
----------------------------------------------------
Senior Housing Properties Trust (NYSE:SNH) announced that its
agreements with Mariner Post-Acute Networks, Inc. (OTC:MPANE) and
Integrated Health Services, Inc. (OTC:IHSV) were approved by the
Bankruptcy Courts supervising the Chapter 11 proceedings by
Mariner and Integrated.

The Court approvals in the Mariner case was received on June 29,
2000, and in the Integrated case on July 7, 2000.

A spokesman for SNH pointed out that the Bankruptcy Court's
approvals are an important step in implementing the settlement
agreements with Mariner and Integrated which were announced on
March 22, 2000 and April 12, 2000, respectively. Full
implementation of the settlement agreements is still
contingent upon state licensing and other regulatory approvals
for SNH subsidiaries to operate the facilities formerly leased by
SNH to Mariner and Integrated. However, assuming that these
licenses and approvals are forthcoming, the Bankruptcy Court's
approvals provide that the settlements will be financially
effective as of July 1, 2000.

The previously announced settlement with Mariner provides as
follows:

--  The leases for 26 nursing homes (3,482 beds) between SNH, as
lessor, and Mariner, as lessee are relinquished by Mariner.

--  Approximately $24 million of cash and securities held by SNH
to secure Mariner's lease obligations and related guarantees is
retained by SNH.

--  SNH will assume operations for its own account at 17 of these
26 properties. Title to five of these 26 properties is
transferred to Mariner which will continue those operations. The
remaining four nursing homes are now subleased to two private
companies and SNH will negotiate with these subtenants for their
continued operations of these properties.

The previously announced settlement with Integrated provides as
follows:

--  SNH had leased or provided first mortgage financing to
Integrated for 39 nursing homes.

--  The lease for one nursing home in Pennsylvania (140 beds) is
amended to provide a new ten-year term at $100,000 per month
($1.2 million per year) plus annual escalations. As amended, this
lease has been assumed by Integrated as a priority expense in its
bankruptcy effective January 1, 2000.

--  SNH's mortgage investment secured by one nursing home in
Louisiana (118 beds) is cancelled and Integrated will continue to
own and operate that property.

--  Integrated's lease and mortgage obligations to SNH for the
remaining 37 nursing homes are relinquished by Integrated.

--  In addition to rent for the Pennsylvania property described
above, Integrated has paid SNH a total of approximately $3
million for its use and occupation of the SNH leased and
mortgaged properties and other claims arising from the date of
the Integrated bankruptcy filing on February 2, 2000 until June
30, 2000.

--  As further compensation for the unpaid mortgage and rent
Integrated will convey nine nursing homes (648 beds) to SNH.

--  SNH will operate for its own account 41 proprieties with
3,901 beds including 33 of the 37 properties for which leases and
mortgages are cancelled and eight of the nine properties received
from Integrated.

--  Leases for five properties formerly operated by Integrated
have been assumed by HEALTHSOUTH (NYSE: HRC).

David J. Hegarty, President of SNH, issued the following
statement to accompany this announcement:

"Senior Housing is pleased that the Bankruptcy Court has approved
its settlement arrangements with Mariner and Integrated. We
expect that licensing of SNH subsidiaries to operate these
properties to take between 30 and 90 days depending upon the
procedures in the different States in which these facilities
are located. In the interim, now that the Court has approved
these agreements we will begin to take a more active role in the
management of operations at these properties and expect that the
turnaround process will begin. Assuming that SNH affiliated
entities are fully licensed, the term of our agreements with
Mariner and Integrated provide that SNH will have the benefit of
the properties' operating in lieu of rent effective July 1,
2000."

Senior Housing Properties Trust is a real estate investment trust
headquartered in Newton, MA which owns nursing homes and senior
living properties located throughout the United States.


JUMBOSPORTS: Files Second Amended Plan
--------------------------------------
The debtors, JumboSports, Inc. have filed with the Bankruptcy
Court their Second Amended Plan under Chapter 11 of the US
Bankruptcy Code dated as of June 15, 2000, and the Bankruptcy
Court has approved the debtor's Second Amended Disclosure
statement dated as of June 15, 2000, relating to the plan.  A
confirmation hearing will be held on August 17, 2000 at 9:30 AM.

Any party desiring to object to confirmation of the plan shall
file its objection no later than August 10, 2000.


LOEWEN: Seeks To Honor Prepetition Debt to Non-Debtor Affiliate
---------------------------------------------------------------
The Debtors tell the court that, inadvertently, they were making
Monthly Payments without seeking prior approval to a non-debtor
affiliate, Security Industrial Insurance Company for prepetition
debt under the terms of a promissory note, issued by Debtor
Loewen Louisiana Holdings, Inc. The original principal amount of
the LLHI Note was $6,600,000, bearing interest at the rate
of 10% per annum. The terms of the LLHI Note also provide for
Monthly Payment of $59,974 through March 26, 2021. After
accounting for these payments, the outstanding principal balance
under the note is $6,285,505.

The Debtors explain that the LLHI Notes were created in
connection with the Loewen companies' 1996 acquisition of assets
now held by Security Industrial. In connection with that
acquisition and a series of related transactions, the
Debtors formed a company that later was renamed Security
Industrial to consummate the purchase of the assets of certain
insurance companies. Security Industrial is a wholly owned direct
subsidiary of Mayflower National Life Insurance Company, which in
turn is a wholly owned direct subsidiary of Debtor Loewen Life
Insurance Group, Inc. Loewen Life is a wholly owned direct
subsidiary of LGII.

Through the same set of transactions, LLHI, another wholly owned
direct subsidiary of LGII, purchased from the predecessor of
Security Industrial and certain other entities several funeral
homes and the parcels of real property on which the funeral homes
were located. In connection with these and related intercompany
transactions, LLHI issued the LLHI Promissory Note.

Because the Court has not authorized any payments on the LLHI
Note, the Debtors have not made the Monthly Payments due in April
or May 2000. In addition, the Debtors have advised Security
Industrial that the Monthly Payments for June 2000 and the Future
Payments for subsequent months cannot be made during the pendency
of the Debtors' chapter 11 cases absent authorization by the
Court.

To secure the payments under the LLHI Note, LLHI executed a
mortgage in favor of Security Industrial on the parcels of real
property on which seven of the funeral homes that LLHI purchased
were located. The historical appraisals conducted in connection
with the 1996 Security Industrial acquisition and more recent
financial performance information indicate that Security
Industrial's claim under the LLHI Note is substantially
oversecured.

As a Louisiana insurance corporation, Security Industrial is
subject to the regulatory powers of the Louisiana Department of
Insurance. In this regard, Security Industrial has advised the
Debtors that it will be required to treat the LLHI Note as a
nonperforming asset on its regulatory accounting statements
if and when the LLHI Note becomes three months in arrears. This
accounting treatment would reduce Security Industrial's income as
reflected on its regulatory accounting statements, reduce its
dividend-paying capacity, and the Department's imposition of
limitations that would negatively affect its operations.

The Debtors have concluded that, because the obligations under
the LLHI Note are substantially oversecured and in light of the
regulatory and financial matters governing Security Industrial,
which is wholly owned by the Debtors, the resumption of payments
under the LLHI Note is in the best interests of the Debtors'
estates.

In the circumstance, the Debtors ask Judge Walsh to approve a
Stipulation and Order which provides:

    (1) nunc pro tunc approval of Past Payments made subsequent
to the Petition Date and up to March 2000;

    (2) Catch-up Payments for April and May 2000; and

    (3) Future Payments in accordance with the schedule set forth
in the LLHI Note.

Pursuant to the Stipulation, Security Industrial will waive any
right that it may have under the Loan Documents to interest or
any late fees or charges.  Judge Walsh approved the Stipulation
in all respects. (Loewen Bankruptcy News Issue 24; Bankruptcy
Creditors' Service Inc.)


MARINER: Court Approves Agreement With SNH
------------------------------------------
Senior Housing Properties Trust (NYSE:SNH) announced that its
agreements with Mariner Post-Acute Networks, Inc. (OTC:MPANE) and
Integrated Health Services, Inc. (OTC:IHSV) were approved by the
Bankruptcy Courts supervising the Chapter 11 proceedings by
Mariner and Integrated.

The Court approvals in the Mariner case was received on June 29,
2000, and in the Integrated case on July 7, 2000.

A spokesman for SNH pointed out that the Bankruptcy Court's
approvals are an important step in implementing the settlement
agreements with Mariner and Integrated which were announced on
March 22, 2000 and April 12, 2000, respectively. Full
implementation of the settlement agreements is still
contingent upon state licensing and other regulatory approvals
for SNH subsidiaries to operate the facilities formerly leased by
SNH to Mariner and Integrated. However, assuming that these
licenses and approvals are forthcoming, the Bankruptcy Court's
approvals provide that the settlements will be financially
effective as of July 1, 2000.

The previously announced settlement with Mariner provides as
follows:

--  The leases for 26 nursing homes (3,482 beds) between SNH, as
lessor, and Mariner, as lessee are relinquished by Mariner.

--  Approximately $24 million of cash and securities held by SNH
to secure Mariner's lease obligations and related guarantees is
retained by SNH.

--  SNH will assume operations for its own account at 17 of these
26 properties. Title to five of these 26 properties is
transferred to Mariner which will continue those operations. The
remaining four nursing homes are now subleased to two private
companies and SNH will negotiate with these subtenants for their
continued operations of these properties.

The previously announced settlement with Integrated provides as
follows:

--  SNH had leased or provided first mortgage financing to
Integrated for 39 nursing homes.

--  The lease for one nursing home in Pennsylvania (140 beds) is
amended to provide a new ten-year term at $100,000 per month
($1.2 million per year) plus annual escalations. As amended, this
lease has been assumed by Integrated as a priority expense in its
bankruptcy effective January 1, 2000.

--  SNH's mortgage investment secured by one nursing home in
Louisiana (118 beds) is cancelled and Integrated will continue to
own and operate that property.

--  Integrated's lease and mortgage obligations to SNH for the
remaining 37 nursing homes are relinquished by Integrated.

--  In addition to rent for the Pennsylvania property described
above, Integrated has paid SNH a total of approximately $3
million for its use and occupation of the SNH leased and
mortgaged properties and other claims arising from the date of
the Integrated bankruptcy filing on February 2, 2000 until June
30, 2000.

--  As further compensation for the unpaid mortgage and rent
Integrated will convey nine nursing homes (648 beds) to SNH.

--  SNH will operate for its own account 41 proprieties with
3,901 beds including 33 of the 37 properties for which leases and
mortgages are cancelled and eight of the nine properties received
from Integrated.

--  Leases for five properties formerly operated by Integrated
have been assumed by HEALTHSOUTH (NYSE: HRC).

David J. Hegarty, President of SNH, issued the following
statement to accompany this announcement:

"Senior Housing is pleased that the Bankruptcy Court has approved
its settlement arrangements with Mariner and Integrated. We
expect that licensing of SNH subsidiaries to operate these
properties to take between 30 and 90 days depending upon the
procedures in the different States in which these facilities
are located. In the interim, now that the Court has approved
these agreements we will begin to take a more active role in the
management of operations at these properties and expect that the
turnaround process will begin. Assuming that SNH affiliated
entities are fully licensed, the term of our agreements with
Mariner and Integrated provide that SNH will have the benefit of
the properties' operating in lieu of rent effective July 1,
2000."

Senior Housing Properties Trust is a real estate investment trust
headquartered in Newton, MA which owns nursing homes and senior
living properties located throughout the United States.


MEDPARTNERS: Motion For Approval of Sale Procedures
---------------------------------------------------
MedPartners Provider Network, debtor requests that the court
enter an order scheduling a hearing on a motion for establishment
of the sale procedures for authorization to sell and assign its
real property interests in the properties commonly known as 5000
and 5001 Airport Plaza Drive, Long Beach, pursuant to an
agreement between MPN and Pacifica Real Estate Group.

Briefly, the agreement provides that, subject ot various terms
and conditions the debtor will transfer the Properties to the
Buyer, which transfer will include assumption and assignment of
certain ground subleases; the sale of fee simple interests in the
buildings and certain related real property owned by MPN, certain
items of personal property related to the properties,; and
certain other of MPN's interests , rights and obligations
pertaining to the properties, in exchange for: Cash consideration
of $9,200,000 and the Buyer's share of escrow fees, closing costs
and prorations.   A termination fee is provided, in the event
that the Buyer is not the winning bidder, such amount to be
determined, not less than $25,000 and not more than $50,000,
depending on certain appraisal fees and expenses of the Buyer..


MONEYSWORTH & BEST: Files For Bankruptcy
----------------------------------------
From Toronto, Canada, Dow Jones reports on July 11, 2000 that
Moneysworth & Best Shoe Care Inc., which makes shoe-care and
foot-care products, announced that PricewaterhouseCoopers Inc.
was appointed trustee in bankruptcy. In May, Moneysworth & Best
attempted to restructure its payment obligations and was in talks
to raise more working capital.


PRESCIENT TECH: Spatial Acquires Prescient Tech for $1.4 Million
----------------------------------------------------------------
Spatial Inc.'s PlanetCAD unit announced yesterday that it
acquired financially troubled Prescient Technologies Inc. in a
cash and stock deal valued at about $1.4 million, according to a
newswire report. In a press release Thursday, Spatial, a Boulder,
Colo.-based Web technology company, said the acquisition of the
software engineering company was an asset purchase, and the
company will issue Prescient between 300,000 and 350,000 shares
of Spatial stock and $100,000 cash. The deal was delayed for 45
days after Stone & Webster, Prescient's parent company, filed for
bankruptcy. (ABI 14-July-00)


PRIME SUCCESSIONS: Files Chapter 11 Petition and Plan
-----------------------------------------------------
Prime Succession, Inc. (the "Company") today announced that it
has reached an agreement with its secured bank lenders and a
committee representing the holders of over two-thirds of its
outstanding senior subordinated notes on a financial
restructuring of the Company.  The Company also announced that,
in order to implement the restructuring, it has filed a voluntary
petition for reorganization under Chapter 11 of the United States
Bankruptcy Code together with a plan of reorganization that
embodies the terms of the restructuring. Certain of the Company's
subsidiaries and parent holding company, Prime Succession
Holdings, Inc. ("Holdings") were also included in the Chapter 11
filing.

Pursuant to the restructuring agreement, the Company will pay its
trade creditors in full and convert its $100 million 10-3/4%
Senior Subordinated Notes due 2004 and certain other unsecured
claims into (i) new subordinated notes in the aggregate amount of
$20 million, with interest paid-in-kind at 14.25% per annum
(payable in cash under certain circumstances), and (ii) 100% of
the outstanding common equity in reorganized Holdings as subject
to dilution from a contemplated management incentive program and
warrants to be issued to current equity holders.

The plan also provides for the modification of certain terms and
conditions relating to the company's $108.5 million of secured
debt owed to its senior lenders.  Significant among these
modifications is the consolidation of all amounts owed into one
extended term loan and the inclusion of a principal repayment
schedule that is more consistent with the Company's projected
future cash flows.

Gary L. Wright, Prime's President and Chief Executive Officer,
said.  "We are extremely pleased to announce the agreement in
principle with the bondholder committee and the bank lenders
which will significantly reduce the Company's long term debt.  
The new capital structure along with the many operational
improvements now in place will enable Prime Succession to set the
standard in service quality and achieve our Vision of becoming
the premier funeral home/cemetery operating company in North
America."

Mr. Wright emphasized that the restructuring will have no impact
on the Company's ability to fulfill its commitments to customers
and that there will be no interruption in operations at the
Company's funeral homes and cemeteries. The Company will seek and
expects to receive the Court's approval to continue payment of
employee salaries, wages and benefits without interruption.  
Further, the Company will seek approval to implement a vendor
program whereby vendors and holders of similar unsecured claims
will be paid in full subject to certain agreed terms and
conditions.

To ensure liquidity throughout this period, Prime has received a
commitment for up to $10 million of debtor-in-possession (DIP)
financing from a group of some of its current senior lenders.  
This commitment of DIP financing, which is subject to court
approval, is an indication of the bank group's continued support
of the Company.  The Company expects the DIP financing to be
approved. Once approved, funds will then be available to the
Company to assume fulfillment of future obligations associated
with operating its business during the reorganization.

On the basis of revenues, Prime Succession, Inc. is the fifth
largest provider of funeral and cemetery products and services in
the death care industry in the United States.  Through its
subsidiaries, the Company owns and operates approximately 140
funeral homes and 19 cemeteries in 19 states.


SAFETY-KLEEN: Judge Denies Bankruptcy Transfer, Grants TRO
----------------------------------------------------------
A Delaware judge denied a motion filed by the Department of
Health and Environmental Control, along with the state-owned
utility Santee Cooper and the Natural Resources Department, to
move the Safety-Kleen Corp. bankruptcy case from Delaware to
South Carolina provided that other actions involving a Pinewood
landfill facility are not transferred from South Carolina.

Last Week, Safety-Kleen was granted a temporary restraining order
by a Delaware judge preventing the state health department from
closing the landfill, and allowing the company to keep taking in
hazardous and industrial waste at the site near Lake Marion until
a hearing scheduled this Aug. 15.


SAFETY-KLEEN: Applies To Employ Arnold as Environmental Counsel
---------------------------------------------------------------
The Debtors formally retained Arnold & Porter pursuant to an
Engagement Letter dated as of April 5, 2000, for:

     (a) advice regarding the obligations of SKC under federal
and state environmental laws and regulations, including the
financial assurance requirements of applicable hazardous waste
regulations;

     (b) advice concerning permit compliance; and

     (c) analysis of exposure to liability for contamination of
soil or groundwater at specific sites.

By this Application, the Debtors ask Judge Walsh for permission
to continue Arnold & Porter's retention as their Special
Environmental Counsel during these chapter 11 proceeding.  Arnold
& Porter's continued retention will be invaluable, Safety-Kleen
says, as the Debtors seek to reorganize their operations and
financial affairs.  

The A&P members and counsel presently expected to work on this
matter, and their hourly rates, are:

                Michael Cerrard                $485
                Thomas H. Milch                $465
                Jeffrey S. Bromme              $380
                Elliot Zenick                  $210

Arnold & Porter received a $155,000 retainer prior to the
Petition Date.

Mr. Milch, a member of Arnold & Porter working in A&P's
Washington, D.C., office, affirms that A&P represents no interest
adverse to any of the Debtors' estates and employment is
permissible under 11 U.S.C. Sec. 327(e) notwithstanding A&P's
representation of scores of the Debtors' creditors in
matters unrelated to Safety-Kleen. (Safety-Kleen Bankruptcy News
Issue 4; Bankruptcy Creditors' Service Inc.)


STONE & WEBSTER: Court Approval for Acquisition of Assets
---------------------------------------------------------
The Shaw Group Inc. (NYSE:SGR) ("Shaw" or "the Company")
announced on July 13, 2000 that it received court approval under
Chapter 11 of the U.S. Bankruptcy Code for the acquisition of
substantially all of the assets and the assumption of certain
liabilities of Stone & Webster, Inc. ("S&W"). In a press release
dated July 7, 2000, the Company stated that it was the successful
bidder in an auction for the business of S&W, with a purchase
price of approximately $38 million in cash and approximately 2.5
million shares of Shaw Common Stock.

Further details will be provided upon closing, which is scheduled
to becomplete by the close of business, Friday, July 14, 2000.

The Shaw Group Inc. is the largest supplier of fabricated piping
systems and services in the world, with unparalleled piping
experience and expertise in the global power generation market.
Shaw is also a leader in providing innovative solutions to the
chemical and petrochemical processing, crude oil refining and oil
and gas exploration and production industries. With over 7,500
employees worldwide, Shaw distinguishes itself by offering its
customers comprehensive piping solutions consisting of integrated
engineering and design, fabrication, erection and maintenance of
piping systems and the manufacture of specialty pipe fittings and
supports. The ability to provide comprehensive piping solutions
enables the Company to be a cost-effective single-source provider
of fabricated piping systems and services for projects around the
world. The Company operates facilities in California, Louisiana,
New Hampshire, New Jersey, Oklahoma, South Carolina, Texas, Utah,
Virginia, Australia, the United Kingdom, Venezuela and Bahrain,
where it has a 49% interest in a joint venture.

Stone & Webster is a leading global provider of full-service,
value-added engineering, procurement, construction, consultation
and environmental services to the power, process, governmental
and industrial markets. S&W is headquartered in Boston,
Massachusetts and employs over 5,500 people at operations in the
US and internationally.


SUN HEALTHCARE: Appoints New Chairman and New CEO
-------------------------------------------------
Sun Healthcare Group, Inc. (OTC: SHGE) announced that Andrew L.
Turner, the company's chairman of the board and chief executive
officer, intends to resign.  The company also announced that
James Tolbert, Sun's lead independent director, will become
chairman of the board, and Mark Wimer, the company's president
and chief operating officer, will become chief executive officer.  
Mr. Tolbert and Mr. Wimer are now serving as acting chairman and
chief executive officer, respectively, until the bankruptcy court
overseeing the company's chapter 11 case approves the termination
of Mr. Turner's employment agreement, at which time the
appointments will become permanent.

Headquartered in Albuquerque, N.M., Sun Healthcare Group is a
diversified international long-term care provider.  Sun companies
operate long-term and postacute care facilities in the United
States, the United Kingdom, Spain, Germany and Australia.  Sun
subsidiaries provide therapy and pharmacy services, fulfill the
medical supply needs of nursing homes, and offer a comprehensive
array of ancillary services for the healthcare industry.


SYBASE: Prospectus Relating to 7,381,917 Shares
-----------------------------------------------
Sybase, Inc., consolidated with its subsidiaries, is one of the
largest global independent software companies in the world. Two
weeks ago it began distribution of a prospectus relating to the
public resale of up to 7,381,917 shares of Sybase, Inc. common
stock, par value $0.001, which the company has issued or may in
the future issue to the former reselling stockholders and warrant
holders of Home Financial Network, Inc., a Delaware corporation,
in connection with Sybase's acquisition of Home Financial Network
on January 20, 2000. All shares are being offered by the selling
stockholders.

The shares offered consist of 7,098,985 shares that Sybase issued
in exchange for outstanding Home Financial Network common and
preferred stock and 282,932 shares that are issuable upon any
future exercise of the warrants issued by Sybase in exchange for
outstanding Home Financial Network warrants in the acquisition.
The selling stockholders have not advised of any specific plans
for the distribution of the shares covered by the prospectus.
Sybase advises that the reselling stockholders may offer the
shares in one or more transactions at any price. Their offers and
sales may be made on the Nasdaq National Market or in privately
negotiated transactions. The selling stockholders may, or may
not, effect their transactions by selling the shares to or
through broker-dealers and broker-dealers may receive
compensation in the form of discounts, concessions or commissions
from the selling stockholders or the purchasers of the shares.
Broker-dealers may act as agent, buy or sell as a principal, or
both, and the broker-dealer's compensation in connection with the
offer and sale of the shares might be more than customary
commissions.


THERMATRIX INC: First Quarter Results
-------------------------------------
Thermatrix Inc. (OTC: TMXIQ) announced today results for the
first quarter ended March 31, 2000.

Revenues for the first quarter of fiscal year 2000 were $7.5
million compared to $5.8 million recorded in the comparable
quarter of the prior year. The revenue figure for fiscal year
1999 has been restated to account for discontinued operations as
a result of the appointment by Wexford Management LLC of an
administrative receiver in the United Kingdom for all of the
assets of the Company's U.K. subsidiaries.

The Company recorded a net loss attributable to common stock for
the quarter of $1.5 million or $0.19 per share compared to a net
loss of $2.0 million or $ 0.25 per share for the comparable
quarter in the prior year. However, $1.4 million of the net loss
for the quarter was directly attributable to the cost of the
Chapter 11 bankruptcy.

"Although the bankruptcy case put a substantial strain on the
Company during the first quarter, our focus on profitability
rather than revenue growth began to show positive results," said
Daniel S. Tedone, President and Chief Executive Officer. "Our
progress is primarily due to the continuing commitment and
enormous effort of our employees to whom I am especially
grateful. In addition, The Dow Chemical Company's endorsement of
the Company's FTO technology during the first quarter provided a
foundation for recovery."

Thermatrix is an industrial company primarily serving the global
market of continuously operating facilities for a broad range of
industries that include refining, chemical, steel,
pharmaceutical, pulp and paper, electric utility, co-generation,
and industrial manufacturing. Thermatrix provides a wide variety
of air pollution control solutions, including its unique
flameless thermal oxidation technology, as well as a wide range
of engineered products and services to meet the needs of its
clients.


UNITED COMPANIES: Receives Approval for Disclosure Statements
-------------------------------------------------------------
United Companies Financial Corporation (OTC:UCFNQ) announced
that, in connection with the chapter 11 cases of United Companies
and certain of its subsidiaries, which cases are pending in the
U.S. Bankruptcy Court for the District of Delaware in Wilmington,
the Bankruptcy Court approved the Debtors' Disclosure Statement;
the Equity Committee's Disclosure Statement; and solicitation
procedures and form of ballots in connection with the Debtors'
Second Amended Plan of Reorganization and the Equity Committee's
Second Amended Plan of Reorganization. The Debtors have retained
an Information Agent to respond to inquiries regarding the
Debtors' Plan, the Debtors' Disclosure Statement, the Equity
Committee's Plan, the Equity Committee's Disclosure Statement and
the submission of ballots. The Information Agent can be reached
at 888/559-9367. For voting purposes and mailing of notices, June
30, 2000 shall be the Record Holder Date for the holders of
claims and interests. The voting deadline is 4:00 PM Eastern time
on August 10, 2000. A hearing to consider confirmation of the
respective plans of reorganization is scheduled to commence
on August 15, 2000 at 9:30 AM.

The Debtors' Plan is based upon its previously announced sale of
its whole loan portfolio and residual and other interests and
servicing rights to EMC Mortgage Corp. The Equity Committee's
Plan is based upon a continuation of the servicing of United
Companies' loan portfolios through the engagement of a sub-
servicer. Both the Debtors and the Equity Committee have reserved
their rights to amend their respective proposed plans of
reorganization.

On May 30, the Company announced that it and certain subsidiaries
signed an Asset Purchase Agreement and a Mortgage Loan and REO
Property Purchase Agreement for the sale of substantially all of
its whole loan portfolio and REO properties, assets related to
its mortgage servicing operations and its interest only and
residual interests as of December 31, 1999, to EMC Mortgage
Corporation and EMC Mortgage Acquisition Corp., subsidiaries of
The Bear Stearns Companies, Inc., for an aggregate cash purchase
price of approximately$781 million, subject to adjustments, plus
the assumption of certain liabilities. United Companies'
cash on hand and certain other assets are not included in the
sale. The sales are subject to the approval of the United States
Bankruptcy Court and the submission of higher or better offers
pursuant to bidding procedures approved by the Bankruptcy Court,
as well as the satisfaction of certain other conditions.

Under the bidding procedures previously approved by the
Bankruptcy Court, interested parties have an opportunity to
submit separate bids on (1) the Company's whole loan portfolio
and REO properties and (2) the Company's mortgage servicing
operations and interest only and residual interests prior to the
respective sale hearings. The Company continues to provide due
diligence to several parties interested in purchasing the whole
loan portfolio, the residual loan portfolio, or both.

United Companies Financial Corporation is a specialty finance
company that historically provided consumer loan products
nationwide and currently provides loan services through its
lending subsidiary, UC Lending(R). The Company filed
for chapter 11 on March 1, 1999.


UNITED KENO: Extended Protection From Creditors
-----------------------------------------------
United Keno Mines Limited announced on July 14, 2000 that the
Superior Court of Ontario has extended the protection from its
creditors granted to United Keno pursuant to an Order made in
Toronto under the Companies' Creditors' Arrangement Act on
February 18, 2000. Under the Order made on Wednesday, July 12,
2000 protection from proceedings against United Keno has been
extended to August 31, 2000. Under Wednesday's Order, United Keno
has been given until August 25, 2000 to call meetings of its
creditors to implement the Plan of Arrangement that it filed with
the Court on July 7, 2000.


                   *********

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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