TCR_Public/970911.MBX       T R O U B L E D   C O M P A N Y   R E P O R T E R

               September 11, 1997, Vol. 1, No. 14

                        In This Issue

ANCHOR: Seeks Approval for Sale
DOEHLER-JARVIS: Statement of Committee
EDISON BROTHERS: Plan Confirmed - New Board Named
FLAGSTAR: Plan Debate
MID-AMERICAN WASTE: Committee Objects to Plan

MOBILEMEDIA: Extension of Exclusivity and Rejection of Leases
MONTGOMERY WARD: Bank Group Objects to Price Waterhouse
MONTGOMERY WARD: New marketing effort
MONTGOMERY WARD: To Assume or Reject Leases?
PAYLESS CASHWAYS: Files First Amended Plan

                               ----------

ANCHOR: Seeks Approval for Sale
-------------------------------
Anchor Resolution Corp.(f/k/a Anchor Glass Container Corporation), has
filed a motion seeking authorization to sell to Fox River/112 Tryon LLC or
its assignee a certain parcel of real property located at 1901 S. Highway
287, Corsicana, Navarro County, Texas for a purchase price of
$1,421,224.80.  The property includes three interlocking buildings
containing a total of 358,800 square feet situated on 38.75 acres of land,
located 45 miles from Dallas.

The net proceeds of the sale will be deposited into an escrow account with
Smith Barney Inc., as was previously authorized by the Court.


DOEHLER-JARVIS: Statement of Committee
--------------------------------------
The Official Committee of Unsecured Creditor of Doehler-Jarvis, Inc. and
its subsidiaries has placed the debtors, the Lenders and other
parties-in-interest on notice, that with respect to the proceeds of
dispositions of assets of the debtors’ estates,the debtors’ use of such
proceeds to pay down the Lenders’ claims, as well as any other pay down in
accordance with the debtors’ DIP financing agreement with the lenders, may
be subject to disgorgement on account of a pending law suit initiated by
the Committee, and certain rights of the Committee pursuant to the Final
Order.


EDISON BROTHERS: Plan Confirmed - New Board Named
-------------------------------------------------
On Tuesday, the Bankruptcy Court in Wilmington, Delaware approved Edison
Brothers Stores Inc.'s reorganization plan, nearly two years after filing
for Chapter 11 bankruptcy court protection.
  
The St. Louis-based retailer expects to emerge from bankruptcy court
protection in late  September, following confirmation of its plan of
reorganization.  The company's primary focus will now be the junior and
special-size markets.
  
The plan has the support of the official committees representing the
company's creditors and shareholders.  "Confirmation of the company's plan
of reorganization clears the way for Edison to emerge from Chapter 11 with
a solid foundation on which to build for the future," said Alan Miller, the
company's chairman and chief executive officer.  
  
The company expects the initial distribution of stock, warrants, cash, new
notes and other payments to settle most of the company's unsecured claims
will be made 60 days after the date of emergence.  Edison also anticipates
that its new common stock will begin trading as of the initial distribution
date on a national exchange.  All of the company's existing common stock
will be canceled and approximately 10 million shares of new common stock
will be distributed to the company's creditors.

Edison's creditors will receive a combination of new corporate equity,
cash, new corporate debt and other assets in settlement for their
approximately $450 million of allowed claims. Current shareholders will
receive eight-year warrants  entitling them to purchase up to 9 percent of
the new common stock on a fully diluted basis at a preset price of $16.40
per share as well an offering of rights to purchase shares of new Edison
common  stock.

Edison Brothers Stores Inc. announced today the eight members who will make
up the reorganized  company's board of directors when it emerges from
Chapter 11.

Alan Miller, the company's chairman, president and chief executive officer
will continue as chairman of the board until his departure from the
company later this year. The seven others who will serve on Edison's board
are:
  
Bart A. Brown Jr. previously served as chairman and chief executive officer
of The Circle K Corporation, Spreckels Industries Inc. and  Color Tile Inc.
  
Jeffrey A. Cole is chairman and chief executive officer of Cole National
Corporation, a vision care and personalization retailer. He currently
serves on the board of  directors of Hartmarx Corporation.
  
Jacob W. Doft is the co-founder and managing director of Highline Capital
Management, L.L.C. He was previously a consultant to The Blackstone Group's
asset management subsidiary, Blackstone Alternative Asset Management, and a
financial analyst with Gleacher & Co.
  
H. Michael Hecht is the president and chief executive officer of Dickson
Trading (North America) Inc., a subsidiary of Dickson Concepts
International Limited.  He has had senior management posts with Builder's
Emporium, Carter Hawley Hale Stores and The May Company.
  
Lawrence E. Honig is executive vice president at Alliant Foodservices,Inc.
Prior to that, he served as president and chief executive officer of the
Federated Systems Group, a unit of Federated Department Stores, vice
chairman and director of The May Company, and a principal with McKinsey &
Company,Inc., an international management consulting firm.
  
Randolph I. Thornton serves as managing director and a senior credit
officer at Citibank N.A. and has been co-chairman of Edison's Creditors'
Committee throughout its Chapter 11 restructuring.

Stephen E. Watson retired in 1996 as president and director of Dayton
Hudson Corporation.
  

FLAGSTAR: Plan Debate
----------------------
The 10% Noteholders of Flagstar have placed a variety of discovery-related
disputes before Judge Bishop for consideration at the September 10 Hearing.

The 10% Noteholders charge that the Debtors are stalling, uncooperative in
making Mr. Hutchinson available for depositions, withholding
non-privileged documents, and otherwise hindering the Committee's ability
to make its case that the 10% Notes are not properly classified and
treated under the plan.  Accordingly, the Committee asks Judge Bishop to
enter an order:

  (1)  compelling the Debtors to produce witnesses and all documents
       relating to the Plan and Prospectus;

           The Committee seeks production of a Joint Defense Agreement,
           documents relating to Asset Dispositions in excess of
           $100,000, and copies of indemnification agreements between
           the Debtors and certain officers and directors.

  (2)  compelling KKR to produce documents concerning its valuations of
       the Debtors;

  (3)  compelling the Debtors to produce drafts of the Plan and
       Prospectus presented to the SEC in connection with the
       preparation of the final Form S-4;

  (4)  compelling the Debtors to produce documents withheld on the basis
       of privileges which the 10% Noteholders believe are baseless;

           The Committee says that the Debtors are withholding
           corporate board minutes and compensation committee
           minutes.  Since these documents do not convey legal advice,
           they are discoverable by the Committee.  

  (5)  compelling the Debtors to produce documents otherwise improperly
       withheld from the Committee;and

           The Committee wants copies of engagement letters with
           professionals retained by the Debtors and the informal
           committees whose fees are being paid by non-debtor
           affiliates.  

  (6)  directing the Debtors to make Mr. Ronald Hutchinson and others
       available for depositions.

The Committee has shown the Court a blizzard of correspondence between
Andrews & Kurth and Latham & Watkins between August 1 and September 2.
The Committee asserts that the Debtors' "stonewalling" is rendering the
Committee unable to fulfill its fiduciary duty.

Accordingly, the Committee seeks to extend the September 22 discovery
cut-off date and extend the September 25 deadline for filing objections to
the Debtors' Plan.  If these deadlines are not extended, the Committee
argues, the Debtors will be rewarded for their failure to cooperate in the
discovery process.

The Debtors seek an order extending the time within which they must decide
whether to assume, assume and assign or reject nonresidential real property
leases.  The Debtors remind the Court that they operate over 3,200
restaurants, many of which are leased and advise the Court that they are
current with respect to all post-petition lease obligations.  The Debtors
request an extension through the earlier of (i) entry of a Confirmation
Order or (ii) 90 days following September 9, 1997.  


MID-AMERICAN WASTE: Committee Objects to Plan
------------------------------------------------
The Official Committee of Unsecured Creditors of Mid-American Waste
Systems, Inc. has filed a limited objection to confirmation of the Amended
Joint Liquidating Plan of Reorganization of Mid-American Waste and its
subsidiaries.

The Committee claims that the plan has one fatal flaw.  The plan seeks to
effect the release of claims held by non-debtors (the holders of Claims
against and Interests in the debtors) against certain non-debtor third
parties, that is certain of the debtors’current and former officers and
directors.

The Committee argues that a debtor may obtain releases for the benefit of
non-debtors only if creditors or interest holders agree to them.  Further,
the Committee states that in very limited circumstances, third party
releases have been approved by courts, but such releases are not warranted
by the facts of this case.


MOBILEMEDIA: Extension of Exclusivity and Rejection of Leases
------------------------------------------------------------
Judge Walsh approved the Debtors’ Motion to reject eight lease contracts.
Seven of the leases are tower sites at which the Debtors previously
maintained towers and other transmission equipment as lessee or sublesee.
The remaining lease is for a small office in Jacksonville, Florida no
longer occupied by the Debtors. The total annual rent on the leases is
approximately $37,000.

Judge Walsh has entered an Order granting the Debtors’ Motion extending the
Exclusive Periods an additional three months, to and including November 28,
1997 and January 30, 1998.


MONTGOMERY WARD: Bank Group Objects to Price Waterhouse
--------------------------------------------------------
The Bank Group of Montgomery Ward Holding Corp., et al. objects to the
employment of Price Waterhouse as management consultants for merchandising
systems and strategy implementation on the limited grounds that the Court
should wait until any addition applications of the debtors are filed
indicating the debtors’ intentions to retain other accountants and
financial consultants.

The Bank Group consists of The Dai-Ichi Kangyo Bank, Ltd., The Fuji Bank,
Ltd., The Long-Term Credit Bank, Ltd., The Sakura Bank, Ltd., and The Sanwa
Bank, Ltd.


MONTGOMERY WARD: To Assume or Reject Unexpired Leases?
-------------------------------------------------------
Montgomery Ward has 437 leases, creating a situation in which it is
impossible for the Debtors to make the important decisions of whether to
assume or reject each of these Leases.  The debtor is seeking an extension
of time to make the decisions.  The Court pointed out that "the closing of
an anchor store *is* of significant impact on the Landlords and therefore
more deference must be given the Landlords."

Basically, the Landlords are agreeable to the March 5th extension so long
as the Order for the extension embodies certain conditions the Landlords,
generally, favor: (i) a guarantee of rent payment until December 31, 1997,
or possibly January 31, 1998; and (ii) a requirement that the Debtors
remain operational and not darken their stores, until December 31, 1997,
or possibly January 31, l998, in order to preserve the momentum of the
holiday buying season at the malls and thereby protect the value of the
Landlords' percentage-of-sales lease provisions.

Judge Walsh informed the parties that he will sign an Order extending the
Debtors' deadline for assuming/rejecting Leases to March 5, 1998, as long
as the Order placed before him includes conditions providing that:

(1)  the Debtors shall be operational in all stores, not designated
     as "GOB stores", through December 31, l997; additionally, that the
     Debtors guarantee payment of rent on all stores through January 31,
     1998; and

(2)  the Debtors are further directed to notify the Landlords, on or
     before October 10, 1997, which stores will be subject to "GOB
     sales" and which of these stores will be dark before December
     31, l997.

Then, added Judge Walsh, when the GOB Motion comes before me, I may
decide, in the light of the conditions contained in the Order for an
extension, that some or all of the stores designated for GOB sales may not
be darkened until December 31, 1997.  To effect this procedure, Judge Walsh
schedules the Hearing on the GOB Motion for October 31, 1997, at ll a.m.  


MONTGOMERY WARD: New marketing effort
-------------------------------------
Montgomery Ward & Co., Incorporated took its first major step in marketing
the new  Wards as part of its turnaround efforts with the launch of a new
advertising campaign.

In the retailer's first image driven ad campaign in over a decade, it
introduces the theme line, "Shop Smart, Live Well.  Wards.," which
positions Wards as a store offering merchandise designed for the way "real
people" live.  The ads also promote Wards as a destination for fashion and
value rather than just low price.

"Our new ad campaign is the first step in an ongoing, evolutionary
marketing process to reach out to consumers especially women - to invite
them to 'Shop Smart' at Wards.  The spots emphasize that Wards offers
fashionable merchandise people want at affordable prices," said Roger
Goddu, Chairman and CEO of Montgomery Ward. The new ad campaign will also
signal an increased focus by Wards on television advertising, with a
broadcast budget that is nearly double historical levels.

A companion national radio campaign will parallel the television spots and
concentrate on real people talking about real issues and their shopping
decisions.


PAYLESS CASHWAYS: Files First Amended Plan
------------------------------------------
Payless Cashways filed its First Amended Plan of Reorganization and First
Amended Disclosure Statement on September 5, 1997.

Full-text copies of the Debtor's First Amended Plan and First Amended
Disclosure Statement are available at no charge via the Internet:

First Amended Disclosure Statement

      http://payless.cashways.com/uptodateinfo/fads_main.html
    
Exhibit 1: First Amended Plan

http://payless.cashways.com/uptodateinfo/fads_e1.html

Exhibit 2: Liquidation Analysis

http://payless.cashways.com/uptodateinfo/fads_e2.html

Exhibit 3: Financial Projections

http://payless.cashways.com/uptodateinfo/fads_e3.html

The First Amended Plan makes no material change to the classification or
treatment of creditors' claims or shareholders' interests.  

The broad release which troubled Judge Federman has been re-drafted as
Section 11.6 of the Plan, and now provides that creditors accepting the
plan (rather than the Debtor) or deemed to accept the plan, will be deemed
to release claims against non-debtor third-parties, officers and directors.  

In a liquidation, Houlihan estimates that the Debtor's estate would reduce
to $612,100,000 in cash.  After payment of administrative, secured and
priority claims, the Houlihan concludes that nothing would be left for
general unsecured creditors.

Houlihan Lokey values the New Common Stock at $9.19 per share, yielding an
estimated 22.6% dividend on account of General Unsecured Claims.  The value
of the Reorganized Debtors and the resulting price per share is based, in
part, on the Debtor's financial projections.
The United States Trustee has appointed an Official Equity Shareholders'
Committee to represent the interests of the holders of preferred and common
stock in the Debtor:

         Robert R. Lundeen (Chariman)
         Masco Corp.
         John E. Rogler
         Walter E. Gustavson
         Barnett Helzberg
         Dr. Merlin Morrow
         Dr. Brian Baumgardner

The Debtor and a consortium of lenders are parties to certain Synthetic
Lease Agreements under which the Synthetic Lease Bank Group provided the
Debtor with $55 million of financing to purchase real estate.  At the
Petition Date, the Debtor owed the Bank Group $38,205,882.  The Bank Group
contends that the Synthetic Leases constitute a single financing
arrangement and the Debtor contends that the Synthetic Leases are true
leases subject to piece-meal assumption, assumption and assignment, or
rejection.

To avoid litigation concerning the character and nature of payments which
the Debtor makes to the Bank Group post-petition, the Debtor and the Bank
Group have agreed to maintain the status quo for the next 60 days.

The Court has denied the application to retain Andrews & Kurth LLP as
counsel for the Equity Committee. In this case, the Committee has submitted
an application to employ both Lentz & Clark as local counsel, as well as
Andrews and Kurth, LLP, as general counsel. Judge Federman stated that he
was not prepared to authorize the added expense of employing a second firm.
He also stated that he did not anticipate authorizing the employment of any
other professionals, at the expense of the estate, on behalf of this
Committee.

Andrews & Kurth filed a motion for reconsideration on August 22, 1997,which
was also denied by the Court.


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
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