Value Merchants Inc. and Everything's A Dollar file amended Plan of

  MILWAUKEE--December. 28, 1994--Value Merchants
(OTC -  VUMI.Q) and its wholly-owned subsidiary, Everything's A
Dollar Inc., today
filed an amended Plan of Reorganization and Disclosure Statement with the
United States Bankruptcy Court in Milwaukee.

  A hearing to consider the adequacy of the amended Disclosure Statement has
been scheduled for Jan. 9, 1995.  If the Disclosure Statement is approved by
the court, the company anticipates that balloting to consider the Plan will
begin in January.  

  The Plan has been amended to describe, among other things, the company's
recently negotiated exit financing facility, provisions relating to the
treatment of claims of fixture lenders and changes in the type and amount of
compensation for management of the company.

  The exit financing consists of a two-year working capital facility of $25
million secured by substantially all assets of the company and its
subsidiaries and conversion of approximately $7.8 million of existing secured
debt into equity of approximately $2 million and long-term unsecured debt of
$5.8 million.

  In satisfaction of their claims against the company and Everything's A
Dollar Inc. the Plan provides that fixture lenders will receive notes for $7.8
million payable over eight years secured by store fixtures and other equipment
and 75 percent of the balance of the debt owed to the fixture lenders
(approximately $11.3 million) will be treated as unsecured claims.

  The amended Plan also describes changes in certain aspects of executive
management compensation, including conditions under which bonuses for services
rendered during the bankruptcy would be paid and the elimination of provisions
of the Plan granting management (a) stock options, (b) a bonus payable in
shares of the company's common stock and (c) the right to acquire shares on a
long-term note.

  The amended Plan provides that unsecured creditors will receive new
shares of Value Merchants Inc. valued at approximately $18 million.  The
Disclosure Statement describes the company's willingness to cooperate with
creditors in offering shares received in the reorganization to the public or
in a private placement to the extent creditors desire to sell their shares.  
Current shareholders would receive 5 percent of the common stock of the
reorganized company.

  The company and Everything's A Dollar Inc. filed for court
protection on
Dec. 13, 1993.  Everything's A Dollar Inc. currently operates a nationwide
chain of 265 value oriented retail dollar stores.

           CONTACT:  Value Merchants Inc., Milwaukee,
                     Gary I. Kastel, 414/274-2976


  TORONTO--Dec. 28, 1994--The Ontario Court of Justice (General Division)
today granted an Order lifting the stay of proceedings against
Stores Limited
under the Companies' Creditors Arrangement Act (CCAA).
As a
result of a petition filed by Phantom Industries, one of the Company's trade
creditors, a Receiving Order in bankruptcy was subsequently granted against

  The Court has appointed the firm of Richter & Partners Inc. to serve as
Trustee in bankruptcy. The Trustee is authorized, among other things, to
protect and preserve the Company's assets, to carry on the retail operations
of the Company, and to negotiate the sale of the remaining assets and business
operations of the Company on a going concern basis. The Company obtained an
undertaking from the Trustee to sell the assets of the Company by way of
public tender, unless the Court orders otherwise.

  Roman Doroniuk, President of Pennington's Stores Limited said
``Naturally, I
regret that our creditors deemed it necessary to take this action. There is no
question that a court supervised corporate restructuring is both complex and
difficult. I understand the frustration that brought about today's result, but
wish that a solution could have been found under the CCAA. The board and
management of Pennington's continue to believe that a restructuring offered
the best hope under the circumstances of enabling as many stakeholders as
possible to share in the potential recovery of this Company.

  ``We believe that a part of the Company's business remains viable and
succeed. But we have known and stated for some weeks that Pennington's was
under considerable pressure to find a solution within a very compressed
timetable. We used every effort to secure a viable resolution in the interests
of everyone concerned. Unfortunately, that proved impossible to achieve within
the restructuring process and within the time available to us.''

  Today's events followed a hearing held on December 21 at which time the
Court was asked by certain of the Company's creditors to lift the stay of
proceedings against Pennington's. The Court adjourned consideration of that
request until today.

  /For further information: Roman Doroniuk, President,  (905) 629-3500/


  BUFFALO, N.Y.--Decenber 28, 1994--href="chap11.odds.html">ODD'S-n-END'S, Inc. (Nasdaq: ODDE), a
Buffalo based close-out retailer today announced that the United States
Bankruptcy Court for the Western District of New York has confirmed its plan
of reorganization and that the Company has emerged from its bankruptcy
reorganization proceeding.  Under the confirmed plan of reorganization, the
Company will undergo a one-for- seven reverse stock split pursuant to which
its existing shareholders will hold approximately 15% of the new common stock
of the Company. Also, the Company will issue approximately 40% of its new
common stock to unsecured creditors and approximately 45% of its new common
stock will be issued to Universal International, Inc., John H. Clark and Orrin
Tobbe in exchange for $1 million.

  Mr. John H. Clark, a founder and former president, will remain with the
Company as its vice president and chief operating officer and Mr. Edward
Epstein, also a founder, will remain as vice-president of purchasing.  Under
the confirmed plan of reorganization, Mr. Orrin Tobbe has been appointed as
the president and chief executive officer of the Company.  Pursuant to the
confirmed plan of reorganization, Mr. Mark Ravich, Mr. Gilbert Wachsman, Mr.
Orrin Tobbe and Mr. Gordon R. Gross were appointed as the new directors of the
reorganized Company with a fifth director to be designated later by these

  Mr. Clark, chief operating officer, stated that during the past year,
Company had reduced its number of stores from 55 stores to 23 stores and had
reduced its overhead and administrative expenses.  As a result, the Company
believes that it has returned to a size where it has operated profitably in
the past.  

  /CONTACT:  John H. Clark, Chief Operating Officer, of ODD'S-n-ENDS,
Inc.,  716-874-9004/