TCR_Public/980520.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, May 20, 1998, Vol. 2, No. 100                  


BRUNO's: Global Procedures for Reclamation Claims
BRUNO'S: Seeks to Extend Exclusivity
DECORATIVE HOME ACCENTS: Seeks Employment Agreement
DOW CORNING: Lopucki Brought in to Argue Against Extension

DOW CORNING: Motion to Employ Triad Communications
DOW CORNING: U.S. Seeks Allowance of Administrative Claim
FIRST UNION: Gotham Says No Payments to Mastandrea
GARNET: Reports Earnings, Debt Status and Proposed Merger
GENERAL WIRELESS: Motion to Extend Exclusive Periods

GRAND UNION: Creditors Agree on Restructuring Plan
HARVARD INDUSTRIES: Seeks Exclusivity Extension
HOME HOLDINGS: Tabulation of Votes Pursuant to Plan
JAMES E. GRIMES CO: Filed For Bankruptcy Protection

KENETECH CORP: Gets Offers for Project Stake
LOVABLE CO: Bankruptcy Auction Ends 72-Year Company
ORANGE COUNTY: Bankruptcy Trial Moved to LA
PEGASUS GOLD: Committee Taps Executive Sounding Board
RDM SPORTS GROUP: Order Authorizes Cash Collateral

ROASTERS CORP: Applies for Authority to Employ Accountants
SCORE BOARD: Meeting of Creditors and Bar Date
STRATOSPHERE: Judge Approves Plan for Icahn
VAN CAMP SEAFOOD: Court Confirms Liquidation Plan
VENTURE STORES: Seeks Extension of Exclusivity
VITALE ENTERPRISES: Court OKs Logan & Company Claims Agent


Roetzel & Andress, counsel for BN1 Telecommunications, Inc.
gives notice of its withdrawal as counsel for BN1
Telecommunications.  The withdrawal is by agreement and for
reasons outside of the Chapter 11 proceeding.  Attorney
Chritopher Meyers of Squire, Sanders & Dempsey in Cleveland
has been selected by BN1 to replace Roetzel & Andress.

BRUNO's: Global Procedures for Reclamation Claims
PWS Holding Corporation, Bruno's Inc., et al., as debtors,
commenced negotiations with the statutory committee of
unsecured creditors appointed in these cases as to the
establishment of global procedures regarding the
determination of the valid amount and ultimate treatment of
the Reclamation Claims.  The debtors request that the
Reclamation Prodcedures, which have the support of the
Creditors' Committee be approved by the court.  A hearing
will be held on this matter on June 3, 1998.

BRUNO'S: Seeks to Extend Exclusivity
The debtors, PWS Holding Corporation and Bruno's Inc., et
al, seek to extend the period during which the debtors have
the exclusive right to file a plan to January 15, 1999 and
the period to solicit acceptances thereof to March 15,

The debtors state that substantial cause exists for the
requested extensions. The debtors state that as a
consequence of the size and complexity of the debtors'
operations, a substantial amount of time during the first
stage of the Chapter 11 cases has been devoted to
stabilizing the debtors' business.  Such efforts involved
the expenditure of significant time in allaying the
concerns of vendors, employees, customers, utilities,
landlords and the statutory Creditors' Committee.

Progress toward stabilization of their business was
hampered by the explosion that shut down the refrigeration
of the debtors' distribution center.  Also, the critical
trade and vendor support have not been totally successful.
Also, the debtors claim that this is too early in the
chapter 11 cases to have had a meaningful opportunity to
negotiate a plan of reorganization.

A hearing on the motion will be held on June 3, 1998.

DECORATIVE HOME ACCENTS: Seeks Employment Agreement
Decorative Home Accents, Inc., The Rug Barn, Inc., Home
Innovations, Inc. DHA Home, Inc., R.A. Briggs and Company
and Draymore Mfg. Corp., debtors, seek an order authorizing
the debtors to enter into the employment agreement with
Warren E. Munday to serve as the new Chief Financial
Officer of the debtors.  Munday will serve as the debtors'
CFO for a term of three years with a minimum base salary of
$250,000, and insurance, vacation and bonus benefits.

DOW CORNING: Lopucki Brought in to Argue Against Extension
At a recent hearing before Judge Spector, the Court heard
discussion by the parties of the reliability of testimony
offered by affidavit to support the efforts by the Tort
Claimants' Committee to modify, and in effect terminate,
the Debtor's exclusive right to present a plan for

Chiefly, the discussion devolved about the attempt by
Barbara Houser, Esq., of the law firm Sheinfeld Maley &
Kay, Counsel for the Debtor, to strike the
testimony of Professor Lynn M. LoPucki, Cornell University,
whom the Tort Committee offered as an expert on
exclusivity.  "There isn't such a thing as an academic
expert on exclusivity," said Ms. Houser.  The Federal rules
of evidence, namely Rule 702 and Rule 104,by their reading,
don't allow the opinions of academic experts, Ms. Houser

Although Ms. Houser presented this argument in a variety of
ways, her conclusion remained that Professor LoPucki
presented no factual basis for his conclusions that in the
29 cases he examined, modification or termination of
exclusivity resulted in consensual plans.  Nor was there
any basis by virtue of Professor LoPucki's training or  
personal knowledge for his conclusions of causal
relationship, Ms. Houser declared.

Judge Spector ruled to dismiss the Debtor's objection and
allow the consideration of Professor LoPocki's affidavit in
support of the Tort Committee's Motion to modify
exclusivity:  Judge Spector admitted, however
that the Debtor made a good argument for striking Professor
LoPocki's affidavit.  "It's a close question; does he meet
the standard?  But there is no jury here, and we have our
own expertise to offer as a balance; we have our own
filters here, so what's the harm in letting it in for what
its worth.  You don't exclude it going in and don't give
much deference when hearing it."

Judge Spector said that he has a "handle" on the arguments
the parties are making.  "I can issue a decision right now;
I have already drafted one. And I am also prepared to rule
on the disclosure statement even though I haven't
written an opinion.  I'll defer to the mediator Professor
McGovern, however, and we will continue to mediate and hold
up the opinion for a few days."

DOW CORNING: Motion to Employ Triad Communications
By this Motion, the Debtor seeks to employ Triad
Communications in the ordinary course of its business,
effective as of February 3, 1998.

The Debtor has employed Triad Communications to handle the
anticipated thousands of creditor inquiries and to respond
to them in a consistent, orderly fashion. The Debtor
selected TRIAD because TRIAD has a recognized expertise in
communication matters, and because of its price
competitiveness, its high regard for quality and its
capability to handle the project specifications detailed by
the Debtor.

Triad will set up and manage inbound telecommunication
systems and live operators to inform creditors about the
Debtor's bankruptcy process, status of the case, and the
plan and ballot process and procedures.  This work will
include setting up the 800 numbers network to provide
maximum utility and flexibility throughout the process,
developing training materials for Customer Service
Representatives, and using the training materials at
various sites to train the CSRs on proper procedures and

TRIAD's services specifically exclude acting as a
solicitation agent for the Debtor or any of the official
committees.  TRIAD will bill the debtor on an hourly basis.
TRIAD was asked to commence services on February 3, 1998,
in order to ensure that the toll free lines would be
operational and scripts ready when the creditors become
aware of a proposed plan and disclosure statement.

DOW CORNING: U.S. Seeks Allowance of Administrative Claim
By this Motion, the United States requests that the IRS'
Proof of Claim for the Debtor's 1995 federal tax liability
be treated as an administrative expense.

The Government indicates that the Debtor is amenable to
allowing the United States an opportunity to audit its 1995
corporate federal income tax liability within its regular
audit cycle, without protectively asserting an
estimated claim of $33,000,000.

Whatever the amount of tax due, explains the United States,
the United States recovers no more than otherwise allowed
from such a characterization, because the Debtor's
prepetition tax liability for this partition year (the
Debtor's tax year ended December 31, 1995; petition date
was May 15, 1995) would otherwise be a priority tax which
must be paid in full. (Dow Corning Bankruptcy News - 18-

FIRST UNION: Gotham Says No Payments to Mastandrea
Gotham Partners today released the following letter sent
yesterday to the Board of Trustees of First Union  
Real Estate following First Union's announcement that it
had terminated the employment of Chairman, President and
CEO James C. Mastandrea.

Board of Trustees c/o Mr. Steven Edelman, Acting Chief
Executive Officer First Union Real Estate Equity
and Mortgage Investments 55 Public Square Suite 1900
Cleveland, Ohio 44113

Dear Sirs:

We have reviewed First Union's press release, dated May 18,
1998, announcing the termination of the employment of James
C. Mastandrea. To the extent that, as a result of such
termination, Mr. Mastandrea is to receive anything more
than he would have if he were terminated for cause, we will
seek to hold personally liable all those who participated
in this action.

Furthermore, under the order issued by the Court of Common
Pleas, Cuyahoga  County, Ohio, on March 31, 1998, First
Union is prohibited from making any  payments arising under
Mr. Mastandrea's employment contract or otherwise to Mr.  
Mastandrea in respect of any benefits or compensation
arrangement. The order states in relevant part that
"[t]here will be no employment benefits or  compensation
outside the ordinary course of business and no transfer of
assets  not for fair value" by First Union pending the
seating of Trustees following  the Special Meeting on May
19, 1998. Any payment referenced in the first sentence of
this paragraph, including any transfer of funds into an
escrow  account for the benefit of Mr. Mastandrea, would
constitute both employment  benefits or compensation
outside the ordinary course of business and a transfer  of
assets not for fair value, and would therefore be
prohibited by the order.  Please confirm in a writing by
noon on May 19, 1998, First Union's intention  not to make
any payment described in the first sentence of this
paragraph. In the absence of such confirmation, we
shall be required to seek Judge McGinty's  intervention.

Please also note that Gotham took the position in its
motion for preliminary injunction made on March 30, 1998,
and continues to take the position, that all decisions made
by the Board of Trustees or any committee thereof after
January 8, 1998 are unlawful to the extent that they have
the purpose or effect of bestowing any benefits upon any
First Union Trustee, officer or employee, including without
limitation the amendment to Mr. Mastandrea's employment
contract and any policies, practices or procedures  
acted on by the Trustees on or about March 23, 1998
concerning employee severance and accelerated vesting of
options and restricted shares.

In addition, the press release does not present all
material information relating to the termination of Mr.
Mastandrea's employment and therefore violates the SEC's
disclosure rules. Gotham hereby requests that you provide
to Gotham immediately all relevant information in
connection with such termination. Among other things, you
should provide us with a copy of any letter of termination,
the minutes of any meeting of the Board of Trustees or  
any committee thereof relating to the termination, any
communications between the Board of Trustees or any
committee thereof and Mr. Mastandrea, and any  
documents or other materials considered by the Board of
Trustees in connection with the termination.

             GOTHAM PARTNERS, L.P.

Gotham has proposed expanding First Union's Board of
Trustees from nine to  15 members, and has nominated a
slate to fill the nine seats that would be up for election
at today's Special Meeting if the proposal is adopted.

GARNET: Reports Earnings, Debt Status and Proposed Merger
Garnet Resources Corporation today reported results for the
three months ended March 31, 1998, on the status of its
debt and on its proposed merger with Aviva Petroleum Inc.
Revenues for the first quarter of 1998 were $1,181,732
while cash provided by operations amounted to $1,374,735.  
For the comparable period in 1997, the Company reported
revenues of $3,113,760 and cash flow of $1,696,322.

A $3,482,000 write down of oil and gas properties under
full cost accounting rules, partially attributed to the
Company's increased net loss  for the most recent period of
$4,375,634 ($.38 per share) from $3,892,271 ($.34  per
share) for the first quarter of 1997.

As of March 31, 1998, Garnet was not in compliance with the
minimum net worth required under the covenants of its 9
1/2% convertible subordinated debentures and did not pay
the quarterly interest payment due on March 31, 1998.  
Additionally, working capital and cash flow from  
operations will not be sufficient to pay the interest
payment due on June 30,  1998 or to repay the principal
amount of the Debentures at maturity. Therefore the Company
must consummate a restructuring transaction prior to the
December 21, 1998 maturity date of the Debentures in order
to avoid additional non- compliance with its obligations
relative to the Debentures.  If no restructuring
transaction is consummated the Company will be required to  
renegotiate the terms of the debentures or seek other

Management believes there is substantial doubt about the
Company's ability to continue as a going concern.  In the
absence of a business transaction or a restructuring of the
Company's indebtedness, the Company may seek protection
from its creditors under the Federal Bankruptcy Code.

On April 16, 1998, the Company signed a letter of intent
with Aviva  Petroleum Inc. Under the terms of the letter of
intent, the Company will become a wholly owned
subsidiary of Aviva.  The proposed arrangements include
Aviva refinancing Garnet's outstanding debt to Chase,
issuing  approximately 1.1 million, 12.9 million and 0.1
million new Aviva common shares  to Garnet shareholders,
holders of Garnet's Debentures and the minority limited  
partners of Argosy Energy International, a subsidiary of
the Company through  which it conducts its Colombian
operations, respectively. Upon completion of this
transaction, the Debentures will be canceled.

The two companies are finalizing documentation of the
merger. Additionally, approvals are needed from Garnet and
Aviva shareholders, Chase and OPIC to consummate the merger
and a Joint Proxy Statement will have to be filed with the
Securities and Exchange Commission.  While it is expected
that the merger will be completed substantially as planned,
there are no assurances that this will be the case.

GENERAL WIRELESS: Motion to Extend Exclusive Periods
The debtors, General Wireless Inc., and its affiliated
companies seek to extend the exclusivity periods for
(i) sixty days, during which only GWI and PCS may file a
plan of reorganization (ii) extend the exclusive period for
ninety days, during which only GWI and PCS may solicit
acceptances of their plan of reorganization and (iii)
extend the exclusive period for sixty days for the  
subsidiaries to solicit acceptances for their plan of

The debtors state that a number of complex issues remain
which affect the plan process including negotiations with
investors, investment bankers and equipment financiers, and
negotiation with HEA and the FCC on plan treatment.

The debtors also state that they have not had sufficient
time to negotiate a plan since the recent court ruling in
the adversary proceeding.

The debtors claim that they have made good faith progress
toward reorganization, and that unfortunately a trial with
regard to the adversary proceeding was necessary.  Due to
that ruling, the debtors believe that the prospects of a
viable plan have improved considerably.

GRAND UNION: Creditors Agree on Restructuring Plan
Two major groups of Grand Union Co. creditors agreed Monday
to vote in favor of a revised restructuring plan  
for the grocery store operator and thereby to avoid a
potentially costly and drawn out bankruptcy fight.
"The path is now clear for our company to move ahead with
its capital restructuring," J. Wayne Harris, chairman and
chief executive of Grand Union, said.

Preferred shareholders, which include Shamrock Capital
Advisors Inc. and an investment arm of General Electric
Co., had moved to block an original restructuring plan in
which they were offered 1.75 percent of the restructured  
company's stock, or $5 million in cash, in exchange for
their original investment.

Under the new plan, holders of $595 million in senior notes
would become the new owners of Grand Union, receiving all
of the common stock of the reorganized company in exchange
for canceling their notes.  In February, Grand Union
decided not to make a roughly $36 million interest
payment on the notes. Canceling the debt would allow Grand
Union to save more than $71 million in annual interest
expenses, according to President and CEO J. Wayne Harris.   
The company's restructuring plan includes the construction
of new stores, remodeling of existing stores and the
introduction of new technologies to improve efficiency and
enhance customer service.  (Reuters: Financial - 05/18/98)

HARVARD INDUSTRIES: Seeks Exclusivity Extension
While Harvard Industries Inc. expects to file a
reorganization plan(s) by June 2, the company has asked the
court to extend the exclusive periods for filing a plan and
soliciting plan acceptances to Aug. 1 and Sept. 30,
respectively.  Separately, the auto parts manufacturer
recently received court approval to sell its ESNA facility
(where Harvard's Elastic Stop Nut Division made specialty
fasteners until 1995) in Union, N.J., for $1.9 million
cash. (Federal Filings Inc. 19-May-1998)

HOME HOLDINGS: Tabulation of Votes Pursuant to Plan
MacKenzie Parners, Inc., as information agent for Home
Holdings, Inc. tabulated the votes pursuant to the plan of
reorganization of Home Holdings, Inc., debtor.

In Class 4, a total of 135 creditors holding claims for a
total of $237,493,736 voted on the plan.  134 creditors
holding claims for  a total of $225,790,600 voted to accept
the plan.  One creditor holding a claim for $11,703,136
voted against the plan.  In Class 5 a total of two
creditors holding claims for a total of $71,429,899 voted
to accept the plan; there were no votes against the plan.

In Class 6 one creditor holding a claim for $41,340,232
voted to accept the plan; no creditors voted to reject the
plan.  All impaired classes entitled to vote voted in favor
of the plan.

Integral Peripherals Inc., debtor, seeks to establish the
date of July 15, 1998 as the Claims Bar Date.

JAMES E. GRIMES CO: Filed For Bankruptcy Protection
James E. Grimes Co. Inc. listed assets of $1.2 million and
debts of $6.5 million in its April 17 filing in U.S.
Bankruptcy Court in Riverside.   The company owes money to
more than 200 creditors, many of them former employees who
were never paid for their work, according to the company's  
Chapter 11 filing.

The filing comes months after Grimes Co. was accused of
bribing an Apple Computer Inc. employee in exchange for
lucrative contracts that weren't put up for competitive
bidding. The accusations led Apple to stop payments to
Grimes Co., which in turn led to the company's bankruptcy

The Sacramento Valley High-Tech Crimes Task Force, a
department of the Sacramento County Sheriff's Department,
raided the company and found several canceled checks that
seemed to point to allegations that there were several
shell companies that were not registered with the state.
The case has been handed over to the U.S. Attorney's

Apple filed a lawsuit against Grimes Co. seeking $1.5  
million in damages, said Apple spokeswoman Rhona Hamilton.
She said Apple did about $168 million worth of business
with Grimes Co. between 1988 and 1997.  Apple officials are
now considering their next move in light of the
bankruptcy filing, Hamilton said. (Business Press Ontario -

KENETECH CORP: Gets Offers for Project Stake
Kenetech expected potential buyers to submit preliminary
expressions of interest Friday for its 50% stake in a joint
venture that owns a 507 megawatt power plant under
construction in Puerto Rico.  Since management is
evaluating the impact of the sale and a recently filed
lawsuit on Kenetech's financial statements, the company
could not file its first quarter Form 10-Q by the deadline
Friday.  The sale of the 50% interest in the power project
will in large part determine whether subsidiary Kenetech
Windpower Inc. receives the $6.5 million due under a
proposed settlement with the creditors' committee,
Kenetech, and its bondholders. (Federal Filings Inc. 19-

LOVABLE CO: Bankruptcy Auction Ends 72-Year Company
At its height, Lovable was one of the country's largest
makers of bras and employed more than 700 workers at its
Buford factory, where fabric was cut and then shipped to
plants in Costa Rica and Panama to be sewn into bras,
panties and other women's undergarments. With $70 million
in annual sales, the company produced intimate apparel
under the brand names of Celebrity, Lovable and  
Trendsetters for such major retailers as Wal-Mart Stores;
JCPenney Co.; Sears, Roebuck & Co.; Kmart Corp.; and
Victoria's Secret.  That ended this spring  
when the company completed a round of layoffs, leaving it
with just six employees. Lovable ceased production in

The shutdown of the company's operations was blamed on the
loss of Lovable's two  biggest customers, Wal-Mart and
JCPenney. A contract dispute with Warnaco Group  Inc. over
lingerie production also played a role in the company's

The auction, which will be held at the  plant site on
Peachtree Industrial Boulevard on Tuesday and Wednesday, is  
expected to attract buyers from throughout the country and
internationally. The auctioneer has guaranteed the
Bankruptcy Court it will raise at least $1  million to help
pay Lovable's creditors. (Atlanta Constitution - 05/16/98)

ORANGE COUNTY: Bankruptcy Trial Moved to LA
The trial in Orange County, California's  bankruptcy case
against Merrill Lynch and Co. Inc. will be moved to Los
Angeles from Santa Ana, according to a court order entered
on Monday. Merrill Lynch had sought to move the trial,
slated to begin on Sept. 15 in U.S. District Court, amid
concern that the jury pool would be tainted if selected
from among Orange County residents.

"This is an appropriate resolution. It limits the jury pool
to those people  who have not been subjected to the intense
publicity of the bankruptcy," said  Bill Halldin, a
spokesman for Merrill Lynch.

Orange County filed a $2 billion-plus lawsuit against
Merrill Lynch, alleging it sold the county risky securities
in violation of state law.  Under the terms of Monday's
agreement, the jury pool will consist of residents from
Ventura County, Santa Barbara County, San Luis Obispo
County and northern Los Angeles County. Residents of the
cities of Santa Barbara and Atascadero will be excused from
the pool. (Reuters:International - 05/19/98)

PEGASUS GOLD: Committee Taps Executive Sounding Board
The Official Committee of Unsecured Creditors of Pegasus
Gold Corporation and related entities, debtor, seeks to
retain Executive Sounding Board Associates, Inc. ("ESBA")
as its financial consultant.  The Committee states that
ESBA will assess the financial viability of the debtors,
review all financial information, monitor the debtor's
activities, attend meetings of the Committee, the debtors,
other creditors and their respective advisors, assist the
committee in analyzing a suggested plan, and revise the
debtor's statements, books and records.

The customary hourly rate of ESBA's personnel ranges from
$75 per hour for associate consultants to $300 per hour for
managing directors.

RDM SPORTS GROUP: Order Authorizes Cash Collateral
William G. Hays, Jr., acting Chapter 11 Trustee of the
debtors, RDM Sports Group, Inc. and its affiliated
companies, requested authority to use cash collateral on an
emergency basis to pay certain specified expenses
representing expenses incurred or to be incurred by the
Trustee in connection with the liquidation of the debtor's
assets.  The court adopts its order of April 17, 1998 as a
final order, authorizing the Trustee to pay expenses and
use cash collateral as shown on Exhibits A and B to the

ROASTERS CORP: Applies for Authority to Employ Accountants
Roasters Corp. and Roaster Franchise Corp., debtors, seek
to employ Bradley & Berry, PA, to assist the debtors in
such accounting matters as the debtors may need during the
pendency of these cases.  The accountants will charge their
standard hourly rates, which do not exceed the hourly rate
for a Sr. Partner of $100.

SCORE BOARD: Meeting of Creditors and Bar Date
The Score Board, Inc., debtor issued a notice of
commencement of case. The meeting of Creditors is set for
June 30, 1998.  The deadline to file a proof of claim is
set for September 28, 1998.

STRATOSPHERE: Judge Approves Plan for Icahn
A federal bankruptcy judge on Friday approved a
reorganization plan for the Stratosphere that should enable
financier Carl Icahn to take control of  the hotel casino
once he obtains a gaming license.  "The plan has been
agreed to; it's feasible and makes sense," said U.S.  
Bankruptcy Judge Gregg Zive.

Icahn, who will own 51 percent of the stock under the
reorganization plan, is in the process of obtaining
licensing approval from the state Gaming Control Board.  
The Chapter 11 reorganization plan putting Icahn in control
will not be finalized until the licensing is complete.  
Zive also approved a deal settling a dispute between former
Stratosphere owner Bob Stupak and 19,000 people who were
sold vacation packages to the hotel.

The ruling will allow the Stratosphere to emerge from
bankruptcy protection.  The Stratosphere Corp. defaulted on
$14.5 million in interest payments on a $203 million
mortgage debt in December 1996.  Under the plan approved by
Zive, the old company stock will become worthless. New
stock will be issued to the bondholders, comprised of Icahn  
through his High River Limited Partnership and others.

The plan approved by Zive does allow for the payment of
$6 million to unsecured creditors, which amounts to about 4
percent of the $160 million in claims, said Gerald Silver,
a Las Vegas attorney representing the Stratosphere Corp. in
the proceedings.  The deal for the 19,000 Stratosphere
vacation package holders is worth between $20 million and
$25 million, said Ara Shirinian, an attorney  
representing the group. (Las Vegas Review-Journal;

VAN CAMP SEAFOOD: Court Confirms Liquidation Plan
Van Camp Seafood Inc. won confirmation of the liquidation
plan it jointly proposed with subsidiary VCS Samoa
Packing Co. and their respective creditors' committees.  
The U.S. Bankruptcy Court in San Diego confirmed the plan
at a May 13 hearing.  The only objection to the plan was
withdrawn at the hearing. (Federal Filings Inc. 19-May-

VENTURE STORES: Seeks Extension of Exclusivity
Venture Stores, Inc., debtor, seeks an order extending the
exclusive periods to file a Chapter 11 plan and solicit
acceptances thereof.  The debtor is now in the process of
closing all of its Venture retail department stores,
distribution centers and return center and liquidating its
assets.    The Exclusive Filing Period presently expires on
may 20, 1998 and the Exclusive Solicitation Period expires
on July 19, 1998.

The debtor requests the entry of an order extending the
Exclusive Filing Period through and including August 21,
1998 and extending the Exclusive Solicitation Period
through and including October 20, 1998.  The debt

The debtor states that the size and complexity of the
debtor's business, corporate structure, financing
arrangements and claims base, coupled with the progress
made by the debtor to date in liquidating its assets in a
manner calculated to produce the highest recoveries for its
estate, establish cause for an extension of its Exclusive
Periods. The debtor believes that it is now in a position
to negotiate a confirmable liquidating plan with the
Committee and specific creditors.

VITALE ENTERPRISES: Court OKs Logan & Company Claims Agent
On May 5, 1998 the court entered an order granting the
application of the debtors, Vitale Enterprises, Inc., et
al., appointing Logan & Company, Inc. as agent of the
bankruptcy court.


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