TCR_Public/971210.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R        
        
       Wednesday, December 10, 1997, Vol. 1, No. 76
    
                       Headlines

ABC INTERNATIONAL: Committee Cautious About Dismissal of Cases
ALLIANCE ENTERTAINMENT: Teller Steps Down; Weisman New CEO
ALPHASTAR TELEVISION: Seeks 90-day Extension of Exclusivity
COLOR TILE: Substitution of Co-Counsel to Committee
COLOR TILE: Rejection of Remaining Franchise Agreements

EXCALIBUR FINANCIAL: Selling Non-Performing Loan Portfolio
FLEXEL, INC.: Administrative Claims Bar Date
FRETTER, INC.: Extension of Exclusivity to February 2, 1998
GAYLORD COMPANIES: Seeks to Hire Accountants
GROSSMAN'S, INC.: Extension of Exclusive Period to February 2, 1998

GUY F. ATKINSON: Senior Executive Retention Program Proposed
HARVARD INDUSTRIES: Employee Severance Plan Proposed
KOENIG SPORTING GOODS: General Claims Bar Date Set
MARVEL ENTERTAINMENT: Committee Taps Chanin & Company, LLC
MARTIN LAWRENCE: Plan Payments to Unsecured Creditors Delayed

MEDNET, MPC CORP.: Extension of Exclusivity to December 29, 1997
NOBODY BEATS THE WIZ: Going Into Chapter 11?
ORGANIK TECHNOLOGIES: Lezak Hopeful for Successful Turnaround
POCKET COMMUNICATIONS: Needs 30-day Extension of Exclusive Period
SA TELECOMMUNICATIONS: Claims Agent Retained

SILAS CREEK: Seeks 60-day Extension of Exclusivity
SILAS CREEK: Seeks Extension of Lease Assumption Period
TODAY'S MAN: Committee Wants to be Sure All Votes are Counted
WESTERN PACIFIC: Motion for Extension of Lease Assumption Period

                         ---------

ABC INTERNATIONAL: Committee Cautious About Dismissal of Cases
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of ABC International
Traders, inc., tells the Bankruptcy Court that it will fully support
dismissal of the Debtor's case if the Committee can be assured that
creditors will ever receive payment on account of their claims.  The
Committee observes that certain financial projections supplied by the
Debtor for post-dismissal operations do not account for payment of pre-
petition claims.  Hence, although the Debtor says in its motion papers
that it will pay all claims in full in the ordinary course of business,
there is no evidence that the Debtor will be able to make those
payments.  Accordingly, the Committee asks that the Court condition
dismissal of the Debtor's case on the Debtor's agreement to restrict
payments to the Debtor's principals and capital expenditures until pre-
petition claims are actually paid.


ALLIANCE ENTERTAINMENT: Teller Steps Down; Weisman New CEO
-----------------------------------------------------------
Alliance Entertainment Corp. announced yesterday that Alvin Teller
resigned as an officer of the Company, effective January 1, 1998.  Eric
Weisman has been named president and CEO to replace Mr. Teller.  Teller
will remain with the company, serving as non-executive chairman of the
Board of Directors.

"My decision to step down as president and chief executive of Alliance
reflects [the] fact that, with the Board's recent approval of a
business plan, the stage is now set for Alliance's successful emergence
from Chapter 11.  That has been my overriding goal since July, and now
that the job is nearing completion, I feel my work here is--for the
most part--complete," Teller said in a written statement.


ALPHASTAR TELEVISION: Seeks 90-day Extension of Exclusivity
-----------------------------------------------------------
Alphastar Television Network, Inc., and Tee-Comm Distribution, Inc.,
seek an extension of their exclusive period during which to file a plan
of reorganization through March 5, 1998 and an extension of their
exclusive period during which to solicit acceptances of such plan
through May 5, 1998.  

The Debtors say that their cases have become more complex because of
the parallel Canadian insolvency proceeding involving Tee-C0omm
Electronics, their Canadian parent.  The Debtors have been focused
during the past several months on efforts to market and sell their
assets to Champion.  Given that focus, the Debtors need more time to
prepare and file a liquidating plan, which they believe can be proposed
within the next 90 days.


COLOR TILE: Substitution of Co-Counsel to Committee
---------------------------------------------------
The Official Committee of Unsecured Creditors of Color Tile Inc. et al.
is seeking an order granting the withdrawal of Neal, Gerber & Eisenberg
as co-counsel to the Committee and the retention of Bell, Boy & Lloyd
as co-counsel to the Committee.  The reason for the change is that
David F. Heroy of Neal, Gerber & Eisenberg was the principal attorney
working with the Committee, and he is now working at the firm of Bell,
Boy & Lloyd.


COLOR TILE: Rejection of Remaining Franchise Agreements
-------------------------------------------------------
Judge Balick has approved the Debtors' request to reject, pursuant to
11 U.S.C. Sec. 365(a), all unexpired Franchise Agreements pursuant.  
All Franchisees are directed to file rejection damage claims by
December 26, 1997.


EXCALIBUR FINANCIAL: Selling Non-Performing Loan Portfolio
-----------------------------------------------------------
American Acquisition LLC has agreed, subject to Court approval, to
purchase a $2.25 million portfolio of 58 non-performing loans owned by
Excalibur Financial Services, L.P., whose chapter 11 case pends before
Judge Walsh in Delaware.  Excalibur acquired the portfolio from the
FDIC and RTC in 1994, and collection efforts have reached a standstill.  
American Acquisition has offered $40,000 for the portfolio.  


FLEXEL, INC.: Administrative Claims Bar Date
--------------------------------------------
The Liquidating Agent appointed in Flexel, Inc.'s chapter 11 case asks
that the Court set December 31, 1997 as the deadline for the filing of
all administrative claims in the Debtor's case.


FRETTER, INC.: Extension of Exclusivity to February 2, 1998
-----------------------------------------------------------
Fretter, Inc., and its debtor affiliates asks the Bankruptcy Court for
an order extending its exclusive period during which to file a plan of
reorganization or liquidation through February 2, 1998, and further
asks Judge Morgenstern-Clarren to extend their exclusive period during
which to solicit acceptances of such plan through March 30, 1998.

Fretter says that there are significant issues which need to be
resolved before any formal plan can be proposed.  Those issues include
(a) treatment of 300,000 extended service contract claims, (b) $9
million of workers' compensation insurance disputes, (c) potential
joint and several liability with the Silo debtors whose cases pend
before the Delaware bankruptcy court, and (d) Silo's claims against
Fretter.


GAYLORD COMPANIES: Seeks to Hire Accountants
--------------------------------------------
Gaylord Companies, Inc., debtors have applied for authority to employ
the firm of Longanbach, Giusti, Kuck & Hornberger, Inc. as accountants.
The debtors believe that it is in the best interests of the companies
and their bankruptcy estates to emerge from Chapter 11 as quickly as
possible, and that the employment of this accounting firm is critical
to the reorganization efforts.  The firm will prepare tax returns,
assist in preparation of operating reports, schedules and statements,
appraise the debtors' businesses, assist in development of an
arrangement for sale of the businesses.

The debtors have agreed to pay a retainer of $7500, and will pay for
the accounting services based on hourly rates that range from $150 per
hour to $75 per hour.


GROSSMAN'S, INC.: Extension of Exclusive Period to February 2, 1998
-------------------------------------------------------------------
Grossman's, Inc., and its two debtor affiliates seek an order further
extending their exclusive period during which to file a plan of
reorganization through February 2, 1998 and, simultaneously, seek and
extension of their exclusive period during which to solicit acceptances
of such plan through March 4, 1998.  

Grossmans tells the Court that it seeks this extension out of an
abundance of caution in the (unlikely) event that confirmation of its
current Plan were derailed.


GUY F. ATKINSON: Senior Executive Retention Program Proposed
------------------------------------------------------------
As a result of the filing of chapter 11 petitions by Guy F. Atkinson
Company and its affiliates, and the Companies' decision to accept
offers for the acquisition of all or segments of their businesses,
senior executives are now worried about their continued employment in
the event a sale takes place.  Unless the senior executives are
provided with a measure of security, they will likely resign and seek
employment elsewhere, the Debtors tell the California Bankruptcy Court.  

To counter a feared exodus of the companies' senior executives, the
Debtors propose a program to provide:

     * 12 months' pay to 6 Corporate Executives and

     * 6 months' pay to 9 Operational Executives,

in the event their employment is terminated involuntarily and without
cause, during the pendency of the chapter 11 cases or within one year
following confirmation of a plan.  


HARVARD INDUSTRIES: Employee Severance Plan Proposed
----------------------------------------------------
Doehler-Jarvis, Inc., Harvard Industries, Inc., and their debtor
affiliates tell the Delaware bankruptcy court that they need to bolster
their ability to retain key personnel who possess the knowledge, skills
and experience necessary to a successful reorganization.  Employees are
nervous, and attrition rates have increased, the Debtors say, pointing
to 117 resignations since the commencement of these cases.

To stem the disruption and incentivize employees to remain in the
Debtors' employ, the Debtors propose to implement a severance plan
covering 1,200 of their employees.  The plan will provide that, in the
event an employee's employment is involuntarily terminated without
cause, the employee will be paid one week's pay for each year or
partial year of service, up to a maximum of 26 weeks' pay.

The Debtors also propose to modify severance benefits payable to three
senior officers, in the event that their employment is terminated
involuntarily and without cause within 60 days following consummation
of a plan.  The Debtors estimate the cost of these modified severance
benefits to be:

   Individual        Position             Severance Cost
         ----------        --------             --------------
       Roger Burtraw       President              $1,446,000
       Richard Dawson      VP & CFO               $1,069,000
       Joseph Gagliardi    SVP for Law & Admin.     $420,000


KOENIG SPORTING GOODS: General Claims Bar Date Set
--------------------------------------------------
Judge David F. Snow of the U.S. Bankruptcy Court for the Northern
District of Ohio, Eastern Division, has ordered that all proofs of
claim against Koenig Sporting Goods, Inc., chapter 11 estate must be
filed on or before January 30, 1998.  


MARVEL ENTERTAINMENT: Committee Taps Chanin & Company, LLC
----------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the Marvel
Entertainment Group chapter 11 cases seeks the Court's authority to
retain, nunc pro tunc to November 17, 1997, Chanin & Company, LLC, as
its financial advisors.  

The Committee says that it needs independent disinterested advice and
assistance from Chanin to (a) analyze and interpret the Debtors'
financial data, (b) negotiate a confirmable plan, and (c) ascertain the
extent of the claims against the Debtors' estates.  

Chanin has agreed to provide its financial advisory services to the
Committee in exchange for a $100,000 monthly fee for the first three
months of its engagement, $75,000 per month for the following three
months, and $25,000 per month thereafter.  Additionally, Chanin has
negotiated a Transaction Fee based on the total consideration
distributed to General Unsecured Creditors:

              Creditor Recovery          Transaction Fee
              -----------------          ---------------
                    100%                       2.5%
                 75% - 100%                    1.5%
                 50% -  75%                    1.0%
                   0 -  50%                    0.0%
  
and will be payable in the same form as consideration distributed to
General Unsecured Creditors.


MARTIN LAWRENCE: Plan Payments to Unsecured Creditors Delayed
-------------------------------------------------------------
Duke Salisbury, the Estate Representative appointed under the chapter
11 plan for Martin Lawrence Limited Editions, Inc., confirmed on August
11, 1997, tells the California Bankruptcy Court that he needs more time
to file objections to certain proofs of claim and, as a result, will
need to further delay payments to Class 11 Claimants holding General
Unsecured Claims.  Mr. Salisbury and his counsel believe that they can
sift though all of the claims, prosecute claim objections and make
distributions by February 18, 1998.


MEDNET, MPC CORP.: Extension of Exclusivity to December 29, 1997
----------------------------------------------------------------
Mednet, MPC Corporation, Medi-Mail, Inc., and Medi-Claim, Inc., ask the
Nevada bankruptcy court for an order extending their exclusive period
during which to file a plan of reorganization through December 29,
1997, and an extension of their exclusive period during which to
solicit acceptances of such plan through February 28, 1998.

Mednet tells Judge Riegle that it has been working closely with Bergen
Brunswig Drug Company in the drafting and formulation of a plan of
reorganization, and intends to share that plan proposal with its
Creditors' Committee shortly.  Mednet is confident consensus will be
achieved by the end of the year.
  

NOBODY BEATS THE WIZ: Going Into Chapter 11?
--------------------------------------------
Consumer Electronics reported on December 8, 1997 that Nobody Beats the
Wiz is battling tight finances, and is said to be reviewing a range of
options including closing up to 15-20 stores.  To close the stores, Wiz
may have to seek bankruptcy protection since it appears to lack money
needed to buy out leases.  The privately held chain is aid to owe
creditors $300,000 - $30 million.  Among stores being considered for
closing are some in mid-Manhattan and in Southern Connecticut,
including Danbury, Milford, Norwalk.  A decision on the chain's future
is expected as soon as this week, as vendors shipping for the holidays
are on a COD basis.  Besides filing for Chapter 11 protection they may
ask for an extension of moratorium on old debt or making a commitment
on a payment schedule to vendors.

Nobody Beats the Wiz restructured in July, closed 5 stores and obtained
a $200 million credit agreement with Congress Financial.  It had
projected a 4% decline in same-store sales through the year-end, and
Paragon Capital is said to be ready to provide another $75 million
depending on Christmas sales.


ORGANIK TECHNOLOGIES: Lezak Hopeful for Successful Turnaround
-------------------------------------------------------------
Daniel Lezak, hired to turnaround the ailing wrinkle-free cotton
manufacturer Organik Technology, told the Los Angeles Daily News in an
interview last week that he intends to "find a financier and hire sales
people to market the cotton product."  Answering the question, "Can he
resurrect Organik?" the LADN noted that Lezak has helped dozens of
companies recover. "It's got a great product," Lezak told the Daily
News.  Besides, "I've done this more than 60 times."


POCKET COMMUNICATIONS: Needs 30-day Extension of Exclusive Period
-----------------------------------------------------------------
"[T]o allow the Debtors and their principal creditor constituents a
brief additional time to close an agreement on one of a few pending
proposals for financing a consensual version of the pending plan of
reorganization," Pocket Communications, Inc., asks Judge Derby of the
Maryland Bankruptcy Court for an extension of its exclusive period
during which to file a plan of reorganization through December 28,
1997.  The Debtors indicate that they are also working with the DIP
lender at this time to bridge the gap for the period between the
termination of the DIP Facility in mid-December and the anticipated
confirmation of the Debtors' consensual plan.


SA TELECOMMUNICATIONS: Claims Agent Retained
--------------------------------------------
SA Telecommunications, Inc., U.S. Communications, Inc., and their
debtor affiliates have retained, with the consent of the Delaware
Bankruptcy Clerk but subject to Court approval, Bankruptcy Services,
Inc., as the Official Noticing, Claims and/or Solicitation and
Balloting Agent.


SILAS CREEK: Seeks 60-day Extension of Exclusivity
--------------------------------------------------
The debtors, Silas Creek Retail, Inc. and Silas Creek Retail L.P. filed
a motion for entry of an order extending (a) the exclusive period
during which the debtors may file a plan of reorganization through
February 6, 1998 and (b) the exclusive period during which to solicit
acceptances of such plan through April 10, 1998.

Silas Creek argues that it is entitled to a further extension because
it has "acted with diligence, decisiveness and vigor" throughout the
short six-month history of these cases.  

A hearing on the motion will be held before Judge Balick on December
17, 1997.


SILAS CREEK: Seeks Extension of Lease Assumption Period
-------------------------------------------------------
The Debtors remind the Court that the terms of the Sale Order
authorizing the sale of stores to Carolina Sales, Inc., and Hancock
Fabrics, Inc., contemplated the assumption and assignment of the
Debtors' non-residential real property leases and certain contracts to
the Buyers.   The Debtors anticipate completing that process by January
31, 1998.  Accordingly, the Debtors seek an extension of their time
within which to assume or reject leases and contracts through January
31, 1998.


TODAY'S MAN: Committee Wants to be Sure All Votes are Counted
-------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the Today's
Man chapter 11 cases observes that the Debtors are filed various
omnibus motions seeking reductions in the allowable amounts of
creditors' unsecured claims.  The Committee asks the Court to enter an
order temporarily allowing, pursuant to Bankruptcy Rule 3018(a), any
claim to which the Debtor has interposed a partial objection in an
amount equal to the undisputed portion.  The Committee wants it to be
clear that any ballot cast for or against the Debtors' Second Amended
Plan will be counted at the undisputed amount of each claim.  


WESTERN PACIFIC: Motion for Extension of Lease Assumption Period
----------------------------------------------------------------
Western Pacific Airlines, Inc., asks Judge Brooks for an extension of
the period during which it must decide whether to assume or reject its
leases and executory contracts through confirmation of a plan of
reorganization.  The Debtor tells the Court that the review of
contracts is on-going, but the ultimate decision concerning the burdens
or benefits of many contracts will be tied to the ultimate
reorganization plan.  

                       ---------

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Troubled Company Reporter is a daily newsletter co-
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