TCR_Public/970321.MBX



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InterNet Bankruptcy Library - News for March 21, 1997







Bankruptcy News For March 21, 1997




        
  1. Clothestime announces filing of a
            plan of reorganization

  2.     
  3. 50-OFF Stores Announces Bankruptcy
            Court Approval of Disclosure Statement and Important
            Dates in the Plan Confirmation Process

  4.     
  5. AMERICAN SAFETY RAZOR TO ACQUIRE THE
            COTTON DIVISION OF AMERICAN WHITE CROSS, INC
    .

  6.     
  7. Wabash National Corporation Announces
            Approval of Bid to Purchase Certain Fruehauf Assets

  8.     
  9. Marvel Bondholders to Elect New Board
            of Marvel Entertainment

  10.     
  11. Marvel News Release

  12.     
  13. Star Casinos International, Inc. Chapter
            11 Bankruptcy Converted to Chapter 7 Liquidation

  14.     
  15. J. Baker, Inc. Announces Results For
            Fourth Quarter And Year Ended Feb. 1, 1997






Clothestime announces filing of a
plan of reorganization



ANAHEIM, Calif.--March 21, 1997--href="chap11.clothestime.html">The Clothestime Inc.
(OTC:CTMEQ) Friday announced that it had filed a plan of
reorganization and disclosure statement in the chapter 11
bankruptcy cases of the company and certain of its subsidiaries.



The reorganization plan and disclosure statement reflect the
terms of the previously announced agreement between Clothestime
and the official unsecured creditors committee in its bankruptcy
case.



David A. Sejpal, Clothestime's Chairman of the Board,
President and Chief Executive Officer, said: "The filing of
our reorganization plan is a tremendous achievement, and
represents the culmination of months of extremely hard work and
sacrifice by our associates, vendors and creditors. We are
delighted to be taking this first step toward Clothestime's
emergence from bankruptcy with our creditors' committee fully
committed to the company's reorganization." Sejpal also said
that the company currently hoped to achieve Bankruptcy Court
confirmation of the plan of reorganization by mid-summer.



Under the terms of the plan of reorganization filed today,
Clothestime's unsecured creditors would receive initial payments
totaling approximately $3.5 million. A trust to be established
for the benefit of unsecured creditors would receive 75 percent
of the common stock of the reorganized company, a portion of
which would be subject to redemption for $4.0 million over the
next four years. The remaining 25 percent of the stock of
reorganized Clothestime would be distributed to the company's
management. Existing stockholders would receive no distributions
under the plan, and their stock would be canceled.



Clothestime also announced today the results for the fourth
quarter and the year ended Jan. 25, 1997 (Fiscal 1996). Sejpal
said, "Our 1996 results were disappointing, but we believe
that, especially with the filing of our reorganization plan,
Clothestime has an opportunity to return to profitability."



Sales for the 13 weeks of the fourth quarter of Fiscal 1996
were $45.7 million compared with $67.9 million for the same
period last year. For the 52 weeks of Fiscal 1996, total sales
were $195.2 million compared with $308.2 million for the previous
year. A significant portion of the total sales reduction was due
to the lower number of stores this year as compared with last
year.



Operating loss for the quarter before reorganization charges
and income taxes was $7.4 million as compared with a loss of
$19.8 million for the same period last year. There was an income
tax provision this quarter of $927 thousand compared with an
income tax benefit of $5.8 million for the same period last year.
The loss for the fourth quarter this year includes reorganization
costs of $9.5 million, resulting in a net loss of $17.8 million.
The loss for the fourth quarter last year included reorganization
costs of $22.0 million, resulting in a net loss of $35.9 million.
The loss per share was $1.26 this quarter vs. a loss of $2.53 per
share for the same quarter last year.



For the 52 weeks of Fiscal 1996, the operating loss before
reorganization charges and income taxes was $14.1 million as
compared with a loss of $31.0 million for the same period last
year. There was an income tax provision of $927 thousand this
year compared with an income tax benefit of $10.0 million last
year. The loss for the 52 weeks this year includes reorganization
costs of $16.6 million, resulting in a net loss of $31.6 million.
The loss for the 52 weeks last year included reorganization costs
of $22.0 million, resulting in a net loss of $43.0 million. Loss
per share was $2.23 this year as compared with a loss per share
of $3.03 last year.



                       CLOTHESTIME ANNOUNCES

                       FILING OF A PLAN OF
                       REORGANIZATION
                              (continued)


                      Summary Results of

                      Operations
                (000's Omitted, Except Per Share
                Amounts)


        Fourth Quarter            Jan. 25, 1997   
              Jan. 27,1996 Net sales              
            $ 45,678              $ 67,863 Loss
        before reorganization
         costs and income taxes    $  7,394       
                $ 19,776
        Net loss                   $ 17,839       
               $ 35,905 Loss per share            
         $   1.26              $   2.53 Average
        shares
         outstanding                 14,198       
                  14,198


        Full Year                 Jan. 25, 1997   
              Jan. 27, 1996 Net sales             
             $195,239              $308,231 Loss
        before reorganization
         costs and income taxes    $ 14,119       
                $ 31,042
        Net loss                   $ 31,644       
               $ 43,002 Loss per share            
         $   2.23              $   3.03
         Average shares
          outstanding                14,198       
                   14,190


Clothestime Stores currently operates 331 women's apparel
stores in 17 states and Puerto Rico, offering primarily
in-season, moderately-priced sportswear, dresses and accessories,
emphasizing fashion at a discount from department and specialty
stores.



CONTACT: Clothestime Inc. Douglas L. Pereira, 714/779-5881,
Ext. 2410






50-OFF Stores Announces Bankruptcy Court
Approval of Disclosure Statement and Important Dates in the Plan
Confirmation Process



SAN ANTONIO, TX - March 21, 1997 - San Antonio based href="chap11.50-off.html">50-OFF Stores, Inc., (OTC Bulletin
Board: FOFFQ) currently operating in a Chapter 11 Bankruptcy
proceeding, announced today that the Honorable Lief M. Clark,
Bankruptcy Judge in the United States Bankruptcy Court for the
Western District of Texas, San Antonio Division entered a Court
Order today approving the Company's Disclosure Statement with
respect to its Plan of Reorganization (as amended) originally
filed with the Court February 6, 1997 (the "Plan").



As previo usly reported, on October 9, 1996, the Company and
its three significant subsidiaries filed petitions for protection
under Chapter 11 of the Bankruptcy Code. While management
believed it had developed an appropriate business plan for the
Company, the Company had been unable to secure the resources
required to implement its plan and to effect the changes believed
necessary to improve operations and reverse the Company's
disappointing operating results without the protections afforded
under Chapter 11. The four cases are being jointly administered
under Case No. 96-54430-C.



The Plan calls for:



- a substantial reduction in principal and a lengthening of
maturity of certain long-term debt; -- the issuance of at least
770,170 shares ($3,991,050) of convertible "secured"
preferred stock (secured initially by the net proceeds of
significant litigation brought by the Company and subject to
upward adjustment to the extent such proceeds exceed $3,991,050;
each: $5.00 stated and liquidation value, convertible into two
shares of "new" common stock or, under certain
circumstances, into one share of 5.5% convertible preferred
stock) to general unsecured creditors; -- the sale and issuance
of up to 122,009 Units, each consisting of 20 shares of 5.5%
convertible preferred stock (each: $5.00 stated and liquidation
value, convertible into two shares of "new" common
stock) and 20 shares of "new" common stock, at $100 per
Unit, including the issuance of rights to subscribe for and
purchase such Units on a "first opportunity basis" to
current stockholders expressing interest in receiving and
executing such rights; -- the forgiveness of more than $28
million of pre-petition obligations of the Company; and -- the
canceling of all "old" common stock, warrants and
options on the Effective Date of the Plan of Reorganization,
which date should be 10-45 days after the Plan is confirmed.



At the hearing for the approval of the Disclosure Statement
held yesterday, Judge Clark set March 21 as the Voting Record
Date; the Plan and the Disclosure Statement will be mailed with
ballots to all impaired creditors and stockholders of the Company
as of March 21, 1997 for their approval of the Plan. Judge Clark
set the Confirmation Hearing on the Plan for June 3, 1997.



Also at the hearing, the Official Committee for the Unsecured
Creditors expressed their unanimous support for the Plan, as did
MetLife Capital Corporation, an impaired, secured creditor of the
Company. General Electric Capital Corporation, the current
provider of debtor-in- possession financing for the Company,
expressed its interest in providing the Senior Secured Exit
Financing required by the Plan.



The Company will continue to manage its affairs and operate
its business under Chapter 11 as a debtor in possession while the
Plan is being considered by impaired creditors and stockholders.
Through the Plan of Reorganization, the Company is restructuring
its obligations and capitalization in order to strengthen its
financial position so management can more fully implement its
business plan and improve the Company's operating performance.
The Company's ability to successfully reorganize and continue as
a going concern will be affected by a number of factors,
including, but not limited to, uncertainty regarding the eventual
outcome of the bankruptcy cases, the degree of success in
reversing the Company's recent business trends and the ability to
alleviate trade credit concerns and restore merchandise flow to
adequate levels. While management believes that the recent
closing of stores and the implementation of expense cuts
commensurate with the downsizing of the total stores in operation
(from 101 to 41 core stores in Texas, Louisiana, Oklahoma, New
Mexico and Tennessee) facilitates its efforts to improve the
Company's operating performance and that the recapitalization to
be implemented upon the confirmation of its Plan of
Reorganization should strengthen its financial position and
alleviate concerns of credit and merchandise suppliers, no
assurance can be given that the Company will be successful in its
continuing efforts to reverse recent business trends and return
to profitability. The Company's projections included in the
Disclosure Statement filed with the Court anticipate a return to
profitability in the current fiscal year ending January 30, 1998.



SOURCE 50-OFF Stores, Inc. /CONTACT: Charles Fuhrmann, CEO of
50-OFF Stores, Inc., 210-804-4904/






AMERICAN SAFETY RAZOR TO ACQUIRE THE
COTTON DIVISION OF AMERICAN WHITE CROSS, INC.



VERONA, Va.--March 21, 1997--American Safety Razor Company
(NASDAQ:RAZR)("ASR") announced today that it has
entered into a definitive agreement to acquire the business and
certain of the assets, primarily equipment and inventory, and
assume certain obligations, primarily customer and supplier
orders, of The Cotton Division of href="chap11.americanwhite.html">American White Cross, Inc.
("Cotton"). Cotton manufactures and distributes
private-brand and value-brand cotton swabs, cotton rounds and
squares, cotton balls and puffs, pharmaceutical coil, and cotton
rolls. The acquisition agreement provides for cash consideration
of $10.0 million. The acquisition will be accounted for as a
purchase transaction and will be financed primarily with
additional borrowings under the Company's existing credit
facilities. The acquisition agreement is subject to approval by
American White Cross's Bankruptcy Court and certain other
conditions. The transaction is expected to be completed by late
April 1997.



Mr. William Weathersby, ASR's President and Chief Operating
Officer, stated, "Strategically, the acquisition of Cotton
expands ASR's presence in the private-brand arena for health and
beauty aid products. By combining Cotton's operations with those
of the Company's previous acquisitions, Megas Beauty Care, Inc.
and The Sterile Products Corporation, ASR believes it will have
the opportunity to broaden its product line in this important
health and beauty aid category. We expect this acquisition to
have a nominal impact on reported earnings in 1997. However, we
expect to realize significant benefits through the combination of
these companies which should become evident during 1998."



In 1996, ASR recorded net sales of $260.6 million,
consolidated operating income of $33.3 million and net income of
$13.2 million, or $1.09 per share.



American Safety Razor Company is the leading manufacturer of
private-brand and value-priced shaving blades and razors in the
United States. The Company's shaving blade and razor products are
sold under retailers' private-brand names as well as American
Safety Razor's own value-priced brands of Personna(R), Gem(R),
Flicker(R), Legmate(R), Bump Fighter(R), Treet(R), GEM Blue
Star(R), Pal(R) and MBC(TM). The Company also manufactures cotton
swabs, cotton balls and puffs, and foot care items which are sold
under retailers' private-brand names as well as its own
value-priced brands, Megas(R), ACCO(R), and Crystal(R). The
Company is also a leading manufacturer of premium and
value-priced blades and bladed hand tools, sold primarily under
the Personna(R), American Line(TM), and Ardell(TM) brand names,
as well as bar soaps for the cosmetic/skin care, pharmaceutical,
and department store markets. In addition to its consumer
products, American Safety Razor manufactures and markets
industrial and specialty and medical blades.



CONTACT: American Safety Razor Company Thomas G. Kasvin, Chief
Financial Officer, 540/248-9725






Wabash National Corporation Announces Approval of Bid to
Purchase Certain Fruehauf Assets



LAFAYETTE, Ind., March 21, 1997 - Wabash National Corporation
(NYSE: WNC) announced that the Company's bid to purchase certain
assets (the "Assets") of Fruehauf
Trailer Corporation
("Fruehauf") has been approved
by the U.S. Bankruptcy Court in Wilmington, Delaware. The
purchase is valued at approximately $52 million. The Assets
purchased include the Fruehauf name, all patents and trademarks,
retail outlets in 31 major metropolitan markets, the aftermarket
parts distribution business based in Grove City, Ohio, a
specialty trailer manufacturing plant in Huntsville, Tennessee
and a trailer manufacturing plant in Ft. Madison, Iowa. The
purchase is subject to certain regulatory approvals.



Wabash National Corporation designs, manufactures and markets
standard and customized truck trailers. The Company is the
largest U.S. manufacturer of truck trailers, the leading
manufacturer of both composite trailers and aluminum plate
trailers, and, through its RoadRailer(R) products, the leading
manufacturer of biomodal vehicles.



SOURCE Wabash National Corporation -0- 03/21/97 /CONTACT:
Donald J. Ehrlich of Wabash National Corporation, 317- 449-5310/






Marvel Bondholders to Elect New Board of
Marvel Entertainment



NEW YORK, NY --March 21, 1997-- Bondholders Will Continue To
Guarantee $365 Million Capital Infusion; Funds Will Be Used To
Recapitalize Marvel And Improve Operations



The Official Committee of Bondholders of href="chap11.marvel.html">Marvel Holdings, Inc., Marvel
(Parent) Holdings, Inc. and Marvel III Holdings, Inc.
("Bondholders' Committee") announced today that it has
notified Marvel Entertainment Group, Inc. (NYSE: MRV) that on
Tuesday, March 25, it intends to vote a majority of Marvel
Entertainment equity to elect a new Board of Directors for the
Company.



The bondholders said their due diligence reveals that Marvel
is in complete disarray and immediate action is necessary to save
the company.



High River Limited Partnership, an entity owned by Carl Icahn;
Westgate International L.P.; United Equities Commodities Company
and other members of the Bondholders Committee will continue to
guarantee a $365 million capital infusion pursuant to a rights
offering, subject to the replacement of the Marvel Board and
confirmation by the Delaware Bankruptcy Court of an acceptable
reorganization plan. The bondholders intend to use the $365
million to recapitalize Marvel and to restore the Company to
financial and operational health.



The text of a letter sent today by David Friedman, counsel to
the bondholders, to Harvey Miller, counsel to Marvel, follows:



Dear Harvey:



I have been asked by my client to issue this letter to you for
delivery to each member of Marvel's Board of Directors. I trust
that you will forward this letter as requested.



The Official Bondholders Committee (the
"Bondholders") represents all owners of bonds issued by
Marvel Holdings, Inc., Marvel (Parent) Holdings, Inc. and Marvel
III, Inc. (collectively, the "Holding Companies"). As
you know, by order dated February 26, 1997 entered by the United
States Bankruptcy Court for the District of Delaware (the
"Order"), the Holding Companies' bondholders and the
indenture trustee therefor (the "Trustee") were
authorized to vote and to foreclose upon common stock pledged to
the Trustee, including a controlling block of the common stock of
Marvel Entertainment Group, Inc. ("Marvel"). Although
under no legal or contractual compulsion to do so, the
Bondholders Committee, on behalf of several bondholders, provided
Marvel with advance notice of their intent to exercise their
Court-approved voting rights. By letter dated March 19, 1997, I
advised Marvel that, on March 25, 1997 at 9:00 a.m., the members
of Marvel's board of directors (the "Old Board") would
be removed and replaced with the new board members (the "New
Board") identified in this letter.



The decision to replace the Old Board at this time is driven
by the critical and interrelated needs to halt Marvel's
deterioration and to promote Marvel's proper reorganization. The
decision to do so through the exercise of Court-authorized
remedies results from the utter frustration of our efforts to
effectuate the transition otherwise. Since entry of the Order
four weeks ago, the Committee has used its very best efforts to
accomplish this transition without resort to its remedies. In
this regard, we welcomed the Old Board's publicly announced
determination on March 7th to support our efforts and to effect
the transition. It appeared at that time that the Old Board had
responsibly acted in the best interests of Marvel's stockholders.
Consequently, we were surprised by Marvel's apparent reticence to
implement the transition after we outlined our plan with
committed financing, after the Andrews Group terminated its plan
and after we pre-agreed to demanded terms with the Chase-led bank
constituency without even attempting to negotiate better ones.
But we were outraged when Marvel's procrastination turned into a
complete reversal leaving in place a puppet board of directors,
with no rehabilitative plan of reorganization to promote, whose
controller is unable to promote the interests of Marvel's estate
and its stockholders.



The status quo here is harmful and unacceptable. Marvel's true
shareholders cannot reasonably be asked to stand aside while
their company deteriorates and while the Chase-led banks take
advantage from Marvel's disorder as an "excuse" to
foreclose and to disenfranchise Marvel's stockholders. Unlike
Chase, Marvel's shareholders do not benefit from Mr. Perelman's
continuing business at Revlon, Coleman or his other companies.
Unlike Chase, Marvel's shareholders did not benefit from Revlon's
$1.1 billion refinancing with Chase including the issuance of
$770 million in bonds led by Chase Securities. If necessary, we
will hold the Chase-led bank group, Mr. Perelman and others
responsible for the damage inflicted on Marvel from Chase's
apparent collusion with Mr. Perelman in the disastrous
squandering of time and resources over the last six months. We
will hold the Chase-led bank group, Mr. Perelman and others
accountable for the harm suffered by Marvel by its irresponsible
pursuit of an absurd offer to buy Toy Biz at an average price of
over $17 per share for stock that is now trading at $10.



Marvel's controllers and their management designees, who have
all made clear their intention to leave Marvel so as to continue
on with the Andrews Group, have left the Old Board in an
untenable position. Marvel refuses to take clearly necessary
actions because of its interlocking directorate and the conflicts
arising therefrom. Marvel refuses to try to undo the damage of
its disastrous licensing program which sacrificed Marvel's
long-term growth and opportunity so as to inflate artificially
Marvel's earnings per share. In fact, one of Marvel's former
officers informed members of the Committee that his orders were
"to get earnings at any cost." Another officer
unabashedly told these same members that the entire premise of
the formation of Toy Biz was the creation of immediate earnings,
not greater liquidity, cash flow or future growth. These actions
and others like them were an unmitigated disaster for Marvel and
its shareholders.



Marvel clearly has no truly rehabilitative plan of
reorganization endorsed by its shareholders which it can
responsibly ask the Old Board to promote. Marvel already has
suffered the damage of six months spent recklessly promoting the
interests of the Andrews Group and unadvisedly seeking to enrich
the Toy Biz inside shareholders. Marvel already has suffered the
trauma of destructive litigation in furtherance of a misguided
design to thwart the legitimate exercise of corporate governance
rights by Marvel's true shareholders. Marvel cannot responsibly
or sensibly expend any more time or resources on needless
litigation. Marvel must truly rehabilitate, both in its approach
to its reorganization and in the economics of such
reorganization. The Committee and the bondholders it represents
have no choice, at this point, but to act decisively to protect
Marvel from further deterioration. For these reasons members of
the Committee and other bondholders are taking the necessary
action to replace the Old Board with a New Board poised to begin
and then to complete quickly Marvel's true reorganization.



Marvel's New Board consists of nine members, seven selected by
the Bondholders Committee and two to be selected by Marvel's
Committee of Equity Security Holders (the "Equity
Committee"). The members selected by the Bondholders
Committee are as follows: Mr. Harold First, a specialist in
entertainment accounting, Mr. Robert Mitchel, treasurer of ACF
Industries, Inc., Mr. Carl C. Icahn, Mr. Juoko T. Tamminen, Vice
President of Icahn Associates, Mr. J. Winston Fowlkes III,
co-founder Voyager Communications, a publisher of Action
Adventure Comics and a former Vice President of Time Warner
Communications, Mr. Vincent J. Intrieri, Portfolio Manager at
Westgate International, L.P., and Charles K. MacDonald, a private
investor who is a director of Biotechnology General Corp. and
LIVE Entertainment Inc., a movie production company. It is the
Committee's considered view as well as that of the Equity
Committee that their designees to the New Board will fully meet
their responsibilities to Marvel's shareholders and creditors and
their obligations under the Bankruptcy Code.



The New Board will work with a transition management team
which has created a series of action plans with a view towards
implementing Marvel's reorganization. The New Board is prepared
to share this action plan with the Old Board and Marvel's
officers. Together with its transition team, the New Board is
fully prepared to introduce focused leadership and redirection to
Marvel.



In this regard, the Committee has been advised that,
notwithstanding the discouraging results of its due diligence
investigation and Marvel's current chaotic condition, the members
of the Committee, Carl C. Icahn on behalf of High River Limited
Partnership, Westgate International, L.P. and United Equities
Commodities Company, who earlier agreed to act as stand-by
purchasers for a rights offering, available equally to all
bondholders and independent shareholders, for a $365 million
capital investment into Marvel, are still willing to do so. In
other words, these bondholders remain committed to stand behind
the rights offering proposal that the Old Board specifically
endorsed just two weeks ago. This investment into Marvel will be
put to the highest and best use under the terms of a plan of
reorganization to be proposed by the New Board. Barring
ill-advised litigation and further delay, I have been advised
that the New Board will present the terms of this plan to
Marvel's creditor and shareholder constituencies in less than 30
days.



Finally we must advise you that we are exceedingly concerned
by the apparent resurrection of Marvel's "bet the
company" litigation strategy. We cannot emphasize enough
that unnecessary court battles presided over by the otherwise
powerless Old Board greatly endangers Marvel and necessarily
exposes each member of the Old Board to personal liability. The
hollow pretense of a "protection of Marvel's estate"
belied by the actual damage thereto is just that, a pretense. In
reality it is the wilful infliction of harm to an entity whose
viability is entrusted to the members of the Old Board. We urge
the Old Board to protect Marvel's estate by enforcing its earlier
resolution to effect a seamless transition. The certainty that
comes from a New Board committed to promote a revitalized and
sufficiently financed Marvel will stem Marvel's deterioration and
strengthen Marvel's relationship with its licensors and vendors.
We trust that you will assist the New Board in its efforts.



Very truly yours, David M. Friedman



cc: James E. Spiotto, Esq. Gary M. Schildhorn, Esq. Lillian E.
Kraemer, Esq. Chaim J. Fortgang, Esq. The Official Bondholders
Committee



The members of the Bondholders' Committee include High River
Limited Partnership (Chairman), Westgate International, L.P.
(Vice- Chairman), United Equities Commodities Company, Jeff
Schultz Investments, Whereco, Inc. and M3, LLC. The Bondholders'
Committee has retained Jefferies & Co. Inc. as their
financial advisors.



CONTACT: George Sard/Paul Caminiti/Tracy Williams Sard
Verbinnen & Co 212/687-8080






Marvel News Release



NEW YORK, NY - March 21, 1997 - Marvel
Entertainment Group, Inc. (
NYSE: MRV) said today that the
stock repurchase program announced yesterday by Toy Biz, Inc.
(NYSE: TBZ) requires consent of Marvel Characters, Inc., a Marvel
Entertainment Group subsidiary.



Marvel Characters will seek approval of the U.S. Bankruptcy
Court for its consent and presumes that Toy Biz will obtain any
necessary waiver from its bank lending group.



SOURCE Marvel Entertainment Group, Inc./CONTACT: Gary Fishman,
Investor Relations of Marvel Entertainment Group, 212-685-6890/






Star Casinos International, Inc. Chapter 11
Bankruptcy Converted to Chapter 7 Liquidation



CRIPPLE CREEK, Colo., March 21, 1997 - href="chap11.star.html">Star Casinos Intemational, Inc.
(formerly Indemnity Holdings, Inc. Bulletin Board
"SCAS"), which originally filed a Chapter 11 bankruptcy
petition on May 3, 1996 in the U. S. Bankruptcy Court for the
District of Colorado, Case No. 96-15362DEC, announced that it
elected not to oppose a motion by the Bankruptcy Trustee to
convert its Chapter 11 filing to a Chapter 7 liquidation. The
Bankruptcy Court entered an order converting the case to Chapter
7 on March 18, 1997.



Star Casinos, which experienced a change in management
pursuant to a shareholders meeting and Bankruptcy Court approval
in November, 1996, had been in the process of ascertaining what
course of action was available and viable for the company.



At that November shareholders meeting, John D. Margeson, a
substantial Star Casinos shareholder; Timothy McAfee, Chief
Executive Officer of Argent Securities, Inc.; and L. Phillips
Rearnes, Chairman of Argent Securities, Inc, were elected as the
new Board of Directors of Star Casinos. The Board then embarked
on a review of Star Casinos business and made a determination
that the company in fact has no net tangible assets and no
remaining operations. Additionally, Star Casinos' counsel
informed the Board that no rehabilitation or reorganization plan
would be confirmable by the Bankruptcy Court without a
significant infusion of capital into the Company. These facts led
to the Board's decision not to oppose the Trustee's motion to
convert the bankruptcy filing to a Chapter 7 liquidation.



Subsequent to the Board reaching its decision with regard to
the bankruptcy filing, the three board members submitted their
resignations from the Board effective immediately upon the naming
of the Chapter 7 liquidating trustee by the Bankruptcy Court.



SOURCE Star Casinos International, Inc. /CONTACT: Jessica
Turco, Argent Securities Inc., 404-237-1234/






J. Baker, Inc. Announces Results For
Fourth Quarter And Year Ended Feb. 1, 1997



CANTON, Mass.--March 21, 1997--J. Baker, Inc. (Nasdaq: JBAK)
today reported results for the fourth quarter and year ended
February 1, 1997 which were impacted by the previously announced
after-tax charge of $117.1 million, or $8.42 per share, related
to the restructuring of the Company s footwear operations.



The non-recurring charge is primarily associated with the
losses on the sales of the Parade of Shoes and Shoe Corporation
of America divisions, the write-down of certain assets related to
the restructuring and downsizing of the Company s Licensed
Discount shoe division, and severance and consolidation costs
related to the downsizing of the Company s administrative areas
and facilities.



For the three months ended February 1, 1997, the Company
reported a net loss of $115,158,000, or $8.29 per share, compared
to net income of $691,000, or $0.05 per share, in the comparable
period last year. Net sales for the thirteen week fourth quarter
of fiscal 1997 were $247,393,000, compared to $271,252,000 for
the fourteen week fourth quarter of fiscal 1996. The decrease in
sales is primarily attributed to a reduction in the number of
licensed footwear departments operated during the quarter, an
additional week s sales of $9.8 million in the fourth quarter of
fiscal 1996 and a comparable store sales decrease of 2.3%.



For the fiscal year ended February 1, 1997, the Company
reported a net loss of $111,428,000, or $8.02 per share, compared
to a net loss of $38,602,000, or $2.79 per share, last year.
Results for the year ended February 3, 1996 include an after-tax
restructuring charge of $41,600,000, or $3.00 per share, taken in
the third quarter. The third quarter fiscal 1996 charge is
related to the disposal of the Company s 357 store Fayva shoe
division. Sales for the 52 weeks ended February 1, 1997 were
$897,492,000, compared to $1.02 billion reported for the 53 weeks
ended February 3, 1996. The decrease is primarily a result of the
closing of the Company s Fayva shoe division in fiscal 1996, a
decrease in the number of licensed footwear departments operated
and the aforementioned additional week s sales in fiscal 1996.
Comparable store sales were flat for fiscal 1997.



J. Baker, Inc. is a diversified retailer of apparel and
footwear operating 453 Casual Male Big & Tall stores, 66 Work
n Gear stores and 875 licensed footwear departments in discount
department stores.



                                J. BAKER, INC.

                     CONSOLIDATED STATEMENTS OF
                     EARNINGS
          For the Quarters and Years Ended
          February 1, 1997 and February 3,
                                    1996
                  (In thousands, except per share
                  amounts)


                         Fourth Quarter Ended     
                              Year Ended
                           2/1/97     2/3/96      
                             2/1/97     2/3/96
                         (13 weeks) (14 weeks)    
                         (52 weeks) (53 weeks)
                              (unaudited)


        Net sales            $ 247,393  $ 271,252

            $ 897,492 $1,020,413


        Cost of sales          180,380    159,241

              542,247    580,067


          Gross profit          67,013    112,011

                355,245    440,346


        Selling, administrative

          and general expenses  97,060     98,546
                347,977    392,586


        Depreciation and

         amortization            7,255      9,918
                29,431     32,428


        Restructuring charges  122,309         --

              122,309     69,300


          Operating income  
           (loss)             (159,611)     3,547
                (144,472)   (53,968)


        Interest expense, net    3,776      2,422

               12,802     10,457


          Earnings (loss)

           before taxes       (163,387)     1,125
                (157,274)   (64,425)


        Income tax expense

         (benefit)             (48,229)       434
               (45,846)   (25,823)


          Net earnings

           (loss)           $ (115,158)  $    691
               $(111,428) $ (38,602)


        Earning (loss) per common share:


          Primary           $    (8.29)  $   0.05

              $   (8.02) $   (2.79) Fully diluted
              $    (8.29)  $   0.05     $   
          (8.02) $   (2.79)


        Number of shares used to compute

          Earnings (loss) per common share:


          Primary               13,892     13,872

                 13,888    13,858 Fully diluted   
                13,903     13,877        13,901   
           13,906


        *T



         1 For the quarter and year ended

         February 1, 1997, the Company
          incurred restructuring charges and
          other non-recurring costs related to
          its footwear operations, as a result of
          losses on the sales of the Parade of
          Shoes and Shoe Corporation of America
          (SCOA) divisions, the write-down of
          certain assets in the Company s
          Licensed Discount Shoe division, and
          severance and consolidation costs
          related to the downsizing of its
          administrative areas and facilities.  
          Such restructuring charges and other
          non-recurring costs, net of a tax
          benefit of $49 million, total $117.1
          million, or $8.42 per share.
         2 Net earnings for the year ended
         February 3, 1996 include
          restructuring charges of $41.6 million,
          or $3.00 per share, after taxes for
          costs associated with the disposal of
          the Company s Fayva shoe division.  
          Included in these costs are the loss on
          the disposal of inventory, severance,
          the write-off of fixed assets and the
          costs to dispose of store leases.


CONTACT: Philip Rosenberg Chief Financial Officer Treasurer J.
Baker, Inc. (617) 828-9300 or Naomi Rosenfeld Media Contact:
Stacy Berns Morgen-Walke Associates (212) 850-5600