TCR_Public/971118.MBX   T R O U B L E D   C O M P A N Y   R E P O R T E R        
        
      Tuesday, November 18, 1997, Vol. 1, No. 61   
    
                      Headlines

BCCI: Liquidators Project Second Dividend to Creditors
FIRST MERCHANTS: Ugly Duckling Completes Agreements
GAYLORD COS.: Files For Chapter 11 Protection
FLAGSTAR: Court OK's Deloitte & Touche   
FLAGSTAR: Directors of Reorganized Flagstar

HOKKAIDO AKUSHOKU BANK: A Top Japanese Bank Insolvent
KOENIG: Requests Bar Date
MAIDENFORM: NCC Industries Seeks Approval To Sell Assets
MAIDENFORM: Seeks Accounts Receivable Deal with Creditek
MARVEL: Toy Biz Reports Third Quarter Financial Results

PAYLESS CASHWAYS: Seeks To Allow Certain Claims as Scheduled
PUDGIE'S CHICKEN: Third Quarter Results  
RDM SPORTS GROUP: Foothill Responds to Flexible Flyer Sale
TOWN & COUNTRY : Files Pre-Arranged Plan
VOICE POWERED TECHNOLOGY: Status of Case

MEETINGS, CONFERENCES & SEMINARS

                      --------

BCCI: Liquidators Project Second Dividend to Creditors
------------------------------------------------------
At a meeting of the Depositors' Protection Association held
in Westminster last week, the Court-appointed Liquidators
for Bank of Credit and Commerce International announced
that BCCI creditors are likely to see a second dividend
by the summer of next year.  The Liquidators project the
second dividend will be 11.5 cents-on-the-dollar, but could
be as high as 15.5 cents-on-the-dollar.  The first dividend,
paid last year, paid 24.5% to BCCI creditors.


CRAIG CONSUMER: Seeks To Reject Employee Contracts
--------------------------------------------------
Craig Consumer Electronics, Inc. has filed a motion for Court  
approval authorizing the rejection of the employment  
contracts with Bonnie Metz, Managing Director, Hong Kong;  
Richard I. Berger, President, Chief Executive Officer and  
Chairman of the Board of Directors, and Anthony Mirando,  
Senior Vice President and Director of Sales.

Debtor's decision to reject the employment agreements are  
based on the debtor's best business judgment.


FIRST MERCHANTS: Ugly Duckling Completes Agreements
---------------------------------------------------  
Ugly Duckling Corp. announced that it has entered into  
several agreements related to the secured senior bank debt  
and other aspects of the operations of First Merchants  
Acceptance Corporation.

On July 11, 1997, FMAC filed for reorganization under  
Chapter 11 of the Federal Bankruptcy Code.  On August 21,  
1997, Ugly Duckling announced that it had closed the  
purchase of approximately 78 percent of the secured senior  
bank debt from a group of commercial banks at a 10 percent  
discount.   

Now, Ugly Duckling announced that it has entered into an  
agreement to purchase the remaining 22 percent of FMAC's  
senior debt, subject to certain conditions precedent.  The  
senior debt currently totals approximately $85 million.   


FLAGSTAR: Court OK's Deloitte & Touche
--------------------------------------
On November 7, 1997 the Bankruptcy Court approved the  
employment of Deloitte & Touche as accountants to the  
debtors on a nunc pro tunc basis.   


FLAGSTAR: Directors of Reorganized Flagstar
--------------------------------------------
The Directors of Reorganized Flagstar are:

James B. Adamson, Chairman (Flagstar/Chairman, President,  
CEO)
Robert H. Allen (R.H. Allen Associates/Marketing)
Ronald E. Blaylock (Blaylock & Partners, LP/ President and  
CEO)
Robert Marks (Marks Ventures,Inc./President)
Charles F. Moran (Sears Roebuck & Co./Sr. Vice President,  
Retired)
Elizabeth A. Sanders (The Sanders Partnership/Advisor,  
Marketing)
Donald R. Shepherd (University of Michigan/ Charitable  
Activities)

Two Directors to be selected in accordance with the  
Confirmation Order.  


GAYLORD COS.: Files For Chapter 11 Protection
---------------------------------------------
The Columbus Dispatch reported on November 16, 1997 that                  
Gaylord Cos., the locally based parent of six Little  
Professor Bookstores and six Cookstores, said yesterday it  
has filed for protection from creditors under Chapter 11 of  
the U.S. Bankruptcy Code.

Gaylord, which raised $2.2 million in an initial public  
offering in October 1995, reported sales of $12.3 million in  
1996 and $13.7 million in 1995.


HOKKAIDO TAKUSHOKU BANK: A Top Japanese Bank Insolvent
------------------------------------------------------
Hokkaido Takushoku Bank Ltd., one of Japan's top 10  
commercial banks, collapsed on Monday, marking the country's  
worst banking failure since World War II.  Executives of the  
Sapporo-based Hokkaido Takushoku Bank announced yesterday  
that their institution was effectively bankrupt.

All of the bank's senior executives formally resigned after  
the announcement. The bank's president, Sadamasa Kawatani
blamed Hokkaido Takushoku's woes on bad loans made during  
the speculative 1980s. Kawatani said his bank's operations  
and assets, excluding non-performing loans, would be  
transferred to North Pacific (Hokuyo) Bank Ltd., a regional  
bank on the northern island of Hokkaido, "in a few months."  


KOENIG: Requests Bar Date
-------------------------
Koenig Sporting Goods, Inc. requests that the Court fix a  
date by which any and all proofs of claim must be filed.   
The debtor claims that in order to consider the feasibility  
of and confirmation of any plan of reorganization, the  
debtor must assess the magnitude of claims that have been  
or may be made against the debtor.   

The debtor requests that the Bar Date be set for 60 days  
from the date the Court enters the Order granting this  
Motion.


MAIDENFORM: NCC Industries Seeks Approval To Sell Assets
--------------------------------------------------------
On December 1, 1997 NCC Industries, Inc., one of the debtors  
in possession in the Maidenform Worldwide, Inc., et al.  
Chapter 11 case, will seek an order authorizing the debtor's  
sale of its assets located at 165 South Main Street,  
Cortland, New York, to ASSA International Corp.  
for a purchase price of $600,000.


MAIDENFORM: Seeks Accounts Receivable Deal with Creditek
---------------------------------------------------------
On December 1, 1997, Maidenform Worldwide, Inc. will seek  
approval of the Court to enter into an accounts receivable  
outsourcing agreement with Creditek Corporation.  According  
to the debtor, their accounts receivable management function  
currently costs approximately $490,000 per year in salaries  
and other related expenses.   

By outsourcing their accounts receivable functions to  
Creditek, The debtors claim that they would improve their  
current accounts receivable capabilities and save money, as  
the price for Creditek's services is approximately $360,000  
per year.


MARVEL: Toy Biz Reports Third Quarter Financial Results
-------------------------------------------------------            
Toy Biz, Inc. reported financial results for the third  
quarter ended September 30, 1997.  For the quarter, net  
sales were $40.8 million with a net loss of $11.2 million,  
or $0.41 per share, compared to net sales of $83.4 million  
and net income of $11.4 million or $0.42 per share in the  
third quarter a year ago.  For the nine months ended  
September 30, 1997, net sales were $109.6 million with a net  
loss of $16.0 million or $0.58 per share, compared to net  
sales of $167.6 million and net income of $19.2 million or  
$0.70 per share for the first nine months of  
1996.

The Company noted that the 1997 third quarter results  
continued to be negatively impacted by extraordinary  
charges, including professional service fees, sales  
allowances and other transaction costs, relating to its  
involvement in the Marvel Entertainment Group bankruptcy and  
its proposal to combine Toy Biz with Marvel.

As previously announced, Toy Biz has put forward a proposal  
to merge Toy Biz and Marvel.  Under the terms of the  
proposal, the senior secured lenders of Marvel would receive  
a combination of cash and preferred and common securities  
in the combined company.  Toy Biz stockholders (other than  
Marvel), would receive one share of common stock in the  
combined entity for every share of Toy Biz common stock.   
Pre-petition unsecured creditors of Marvel and Marvel equity  
holders would receive warrants and subscription rights,  
respectively, issued by the combined company.

Toy Biz further announced that senior secured lenders of  
Marvel representing more than one-third of the outstanding  
amount of Marvel's senior secured debt have agreed to  
support Toy Biz's plan to combine with Marvel. Toy  
Biz will continue to seek the consent of the remaining  
Marvel lenders in order to reach the two-thirds threshold  
that the proposal requires by November 21,1997.  If it  
obtains the requisite consents from Marvel's lenders, Toy  
Biz will seek to have the proposal approved by the  
Bankruptcy court through confirmation of a plan of  
reorganization.


PAYLESS CASHWAYS: Seeks To Allow Certain Claims as Scheduled
------------------------------------------------------------
Approximately 5,900 proofs of claim or interest totaling in  
excess of $1.4 billion have been filed against Payless  
Cashways, Inc.  Many proofs of claim were filed with no  
stated claim, which Payless believes signifies the  
claimant's agreement with the scheduled amount.  Payless  
seeks an Order allowing such claims at the scheduled  
amounts.

A hearing will held on the motion on December 10, 1997.


PUDGIE'S CHICKEN: Third Quarter Results
----------------------------------------
Pudgie's restaurants, announced today its results for the  
third quarter ended September 30, 1997.

The Company, which filed a petition for reorganization under  
Chapter 11 of the Bankruptcy Code on September 18, 1996,  
incurred a third quarter loss of $550,225 or $0.12 per  
share, as compared to a net loss of $4,367,904 or $0.98 per  
share for the comparable period last year.  

The net loss for the nine month period ended September 30,  
1997, was $1,896,926, or $0.42 per share, as compared to a  
net loss of $6,408,762, or $1.43 for the nine month period  
ended September 30, 1996.  

Approximately 41% of the Company's 1997 losses through  
September 30, 1997 were the result of non-recurring items  
and bankruptcy related costs.

Total revenue for the 1997 third quarter was $1,631,816 as  
compared to $3,223,448 for the same period last year, due to  
the net decrease in the number of Company-owned restaurants  
and the decrease in franchised restaurants from September  
30, 1997 compared to September 30, 1996 as well as declining  
same-store sales resulting from decreased advertising  
expenditures.

On October 3, 1997, the Company filed a Plan of  
Reorganization and related disclosure statement. If approved  
by the Court at a hearing scheduled for November 25, 1997,  
the Plan of Reorganization will be submitted to a vote by  
the Company's creditors and stockholders.

  
RDM SPORTS GROUP: Foothill Responds to Flexible Flyer Sale
----------------------------------------------------------
Foothill Capital Corporation, as agent for a group of  
lenders, creditors of the debtor, RDM Sports Group, Inc., et  
al. has filed a response to the debtors' motion for an order  
approving certain elements of the Asset Purchase Agreement  
relating to the sale of certain assets of Sports Group, Inc.  
(Flexible Flyer Division).

Foothill generally agrees with and supports the agreement.   
Specifically, Foothill does not object to a "break-up" fee,  
so long as the Court inquires into and determines that any  
such fee is reasonable under the circumstances.

Foothill does not object to the proposed "no-shop" provision  
of the Asset Purchase Agreement provided it is clear that  
Foothill, the Creditors Committee and the Bondholders  
Committee are not in any way prohibited from finding another  
entity that would purchase the Flexible Flyer Division  
assets at a price higher than that proposed under the Asset  
Purchase Agreement.

Foothill does not object to the "right of first refusal" so  
long as that right does not impair the ability to conduct  
an auction of the Flexible Flyer Division.


TOWN & COUNTRY : Files Pre-Arranged Plan
-----------------------------------------
Town & Country Corp., the international jewelry  
manufacturer, today announced that the company has  
voluntarily filed a pre-arranged plan to reorganize under  
Chapter 11 of the Bankruptcy Code.  The filing will take  
place at the holding company level only and does not
involve the company's operating  
subsidiaries, Town & Country Fine Jewelry Group, Essex and  
Anju, or their relationships with employees, customers and  
suppliers.

Town & Country Corp., the parent company, said its major  
bondholders have agreed, in principle, to the terms of a  
restructuring plan in which almost all of their debt will be  
converted into equity.  Town & Country Corp. expects to  
complete the proceeding in 90 days because it has the  
support of the largest bondholders.


VOICE POWERED TECHNOLOGY: Status of Case
-----------------------------------------
On November 20, 1997 Voice Powered Technology International,  
Inc. will submit a Status Report to the Bankruptcy Court,  
answering specific questions of the Bankruptcy Court. The  
debtor will report that it expects to file a reorganization  
plan and disclosure statement before the date of the Status  
Hearing, depending on its ability to finalize its  
negotiations with its largest secured creditor, Franklin  
Electronic Publishing, Inc.

November 17, 1997 is the Bar Date in the case.   


MEETINGS, CONFERENCES & SEMINARS
--------------------------------

November 19, 1997
   NASSAU COUNTY BAR ASSOCIATION and
   SUFFOLK COUNTY BAR ASSOCIATION, jointly with
   SUFFOLK ACADEMY OF LAW
      1997 Annual Bankruptcy Law Update
         Suffolk County Bar Center, Hauppauge, New York
            Contact 1-516-747-4464

November 21-24, 1997
   COMMERCIAL LAW LEAGUE OF AMERICA
      77th Eastern District Meeting  
         New York Marriott World Trade Center, New York

December 3-4, 1997
   STRATEGIC RESEARCH INSTITUTE
      4th Annual Conference on Distressed Debt
         Crowne Plaza Hotel, New York, New York
            Contact 1-800-599-4950

December 4-6, 1997
   AMERICAN BANKRUPTCY INSTITUTE
      Winter leadership Conference
         La Costa Resort & Spa, Carlsbad, California
            Contact 1-703-739-1060

December 5-6, 1997
   STETSON UNIVERSITY COLLEGE OF LAW
      22nd Annual Bankruptcy Seminar
         DoubleTree Surfside Resort Hotel,  
         Clearwater Beach, Florida
            Contact 1-813-562-7830

DECEMBER 10-11, 1997
   INSTITUTE FOR INVESTMENT RESEARCH  
      Investment Opportunities in Workouts & Turnarounds
         Downtown Conference Center, New York, New York
            Contact 1-212-661-3500

December 11-13, 1997
   AMERICAN LAW INSTITUTE--AMERICAN BAR ASSOCIATION
      9th Annual Advanced Court of Study,  
      The Emerged and Emerging New Uniform Commerical Code
         Sheraton New York Hotel, New York, New York
            Contact 1-800-CLE-NEWS, ext. 1630

December 15-16, 1997
   PRACTISING LAW INSTITUTE
      Basics of Bankruptcy and Reorganization
         PLI Conference Center, New York, New York
            Contact 1-800-260-4PLI or http://www.pli.edu

January 29-February 1, 1998
   COMMERCIAL LAW LEAGUE OF AMERICA
      37th Southern District Annual Meeting  
         Plaza San Antonio, San Antonio, Texas  
            Contact 1-972-285-0391

February 22-25, 1998
   NORTON INSTITUTES ON BANKRUPTCY LAW
      12th Annual Norton Bankruptcy Litigation Institute I
         Olympia Park Hotel, Park City, Utah
            Contact 1-770-535-7722

March 19-20, 1998
   TURNAROUND MANAGEMENT ASSOCIATION
      Spring Leadership Meeting
         Hotel del Coronado, San Diego, California
            Contact 1-312-857-7734

March 26-29, 1998
   NORTON INSTITUTES ON BANKRUPTCY LAW
      10th Annual Norton Bankruptcy Litigation Institute II
         Flamingo Hilton, Las Vegas, Nevada
            Contact 1-770-535-7722

May 22-25, 1998
   COMMERCIAL LAW LEAGUE OF AMERICA
      50th New England District Annual Meeting  
         Ocean Edge Resort & Golf Club, Cape Cod,  
Massachusetts
            Contact 1-617-720-1355

June 8-9, 1998
   TURNAROUND MANAGEMENT ASSOCIATION
      Advanced Education Workshop & Legislative Conference
         Radisson Plaza, Charlotte, North Carolina
            Contact 1-312-857-7734

July 2-5, 1998
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Western Mountains Bankruptcy Law Institute
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact 1-770-535-7722

October 16-20, 1998
   TURNAROUND MANAGEMENT ASSOCIATION
      1998 Annual Conference
         The Westin Hotel, Chicago, Illinois
            Contact 1-312-857-7734

The Meetings, Conferences and Seminars column appears  
in the TCR each Tuesday.  Submissions via e-mail to  
conferences@bankrupt.com are encouraged.   

                     --------
   
Bond pricing, appearing each Friday, is supplied by DLS     
Capital Partners, Dallas, Texas.    
   
   
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., Princeton, NJ,  and    
Beard Group, Inc., Washington DC.  Debra Brennan and Rebecca    
A. Porter, Editors.   
   
Copyright 1997.  All rights reserved.  This material is    
copyrighted and any commercial use, resale or publication in    
any form (including e-mail forwarding, electronic re-mailing    
and photocopying) is strictly prohibited without prior    
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herein is obtained from sources believed to be reliable, but    
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The TCR subscription rate is $575 for six months delivered    
via e-mail.  Additional e-mail subscriptions for members of     
the same firm for the term of the initial subscription or    
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contact Christopher Beard at 301/951-6400.   
   
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