TCR_Public/980629.MBX   T R O U B L E D   C O M P A N Y   R E P O R T E R
     
      Monday, June 29, 1998, Vol. 2, No. 126

                      Headlines

ADVANTICA RESTAURANT: Capital Stock of Quincy's Sold
ALLIANCE ENTERTAINMENT: Details New Credit Facility
ALLIANCE ENTERTAINMENT: Reorganization Value In $100M-$120M
AMERICAN RICE: Murphy Steps Down as Chairman and Director
APPAREL AMERICA: Agreement with R.R. Swimwear, Inc.

AUSTRALIS MEDIA: Bankruptcy Will Have No Effect on Austar
BONNEVILLE PACIFIC: Shareholder Proposes Plan
CARIBBEAN CIGAR: Announces Year-End Financial Results
CARSON'S: Outlook Revised To Negative By S&P
CLOTHESTIME: Chain Attempts Comeback

CONINDAR: Files for Chapter 11
ESSEX CORPORATION: Reports New Accountants
FPA MEDICAL: Stock Falls After Credit Rating Cut
FRUEHAUF TRAILER: Files Amended Plan of Reorganization
GRAND UNION: Petition Lists Liabilities Of $1.24 Billion

H.K.PORTER: Federal Judge Approves a Settlement
HARVEY ELECTRONICS: 1998 Annual Meeting of Stockholders
JINRO COORS: Coors' $100 Million Offer Termed Too Low
LONG-TERM CREDIT BANK: Japanese Banks Plan Merger
MARVEL ENTERTAINMENT: Prepares to Exit Chapter 11

NEXTWAVE: Korean Investors Suffer Due to Bankruptcy
PHILIPPINE AIRLINES: Sacked Pilots to File Suit
SCORE BOARD: No Satisfactory Bids at Auction
STORMEDIA: Completes Restructuring of its Bank Debt
T.L.C. FOR GIRLS: Jenna Lane's Offer Accepted

T.EATON: Healthy Profit for the First Quarter
UNIFORET: S&P Lowers Uniforet Inc.'s Ratings
VENTURE: July 15 Set for Completion of Liquidation
              
                     *********

ADVANTICA RESTAURANT: Capital Stock of Quincy's Sold
----------------------------------------------------
Advantica Restaurant Group Inc. filed a form 8K with the
SEc. The company reports that on June 10, 1998, the
completed the sale of all the capital stock of
Quincy's Restaurants, Inc., the wholly-owned subsidiary
which operates the company's Quincy's Family Steakhouse
Division, to Buckley Acquisition Corporation for $84.7
million (subject to adjustment),that includes the
assumption by BAC of $4.2 million of debt.


ALLIANCE ENTERTAINMENT: Details New Credit Facility
---------------------------------------------------
Alliance Entertainment Corp.'s amended disclosure statement
includes a term sheet for the reorganized music
distributor's new working capital credit facility. The
proposed post-confirmation facility, from an as yet unnamed
lender, would be a three-year revolver of up to $75
million, including a $10 million letter of credit
sub-line. At the company's option, the facility would bear
interest at the reference rate plus 0.5 percent or LIBOR
plus 2.25 percent, subject to certain restrictions.
Availability would equal 85 percent of eligible domestic
accounts receivable, plus 60 percent of eligible finished
goods, plus 55 percent of eligible inventory covered by
certain letters of credit, plus a seasonal over-advance of
up to $10 million. Obtaining the new credit facility is a
condition to consummation of Alliance's joint plan of
reorganization.  (Courtesy of The Daily Bankruptcy Review
Copyright c June 26, 1998 - ABI 26-June-1998)


ALLIANCE ENTERTAINMENT: Reorganization Value In $100M-$120M
-----------------------------------------------------------
Alliance's amended disclosure statement estimates that the
company's reorganization value is between $100 million and
$120 million, based on a discounted cash flow analysis. The
amended filing also addresses some of the numerous
objections of the unsecured creditors' committee, such as
the effect of the disposition of the music distributor's
Concord Records Inc. unit on creditors. In an effort to
quell committee concerns, the disclosure statement reveals
the methodology Alliance and financial advisor Blackstone
Group L.P. used to determine the post-confirmation
valuation as well as details regarding the new working
capital facility. (Federal Filings, Inc. 25-June-98)
  

AMERICAN RICE: Murphy Steps Down as Chairman and Director
---------------------------------------------------------
American Rice, Inc. ("ARI") announced that for Fiscal Year
1998 ending March 31, 1998, it would be writing off certain
unproductive assets on its balance sheet and taking
reserves for restructuring expenses.  ARI also announced
that Mr. Gerald D. Murphy is no longer the Chairman and a
Director of ARI.  The Board of Directors has not replaced
Mr. Gerald Murphy as Chairman yet but is consulting
with shareholders, bondholders and bankers before doing so.

As part of its restructuring plan announced on April 20,
1998, ARI will be expensing $10.3 million unamortized
financing expenses associated with its $100 million 13%
mortgage notes due 2002.  ARI is currently in default on
these notes as it has not paid the semi-annual interest
payment due February.  In addition, ARI will be taking non-
cash reserves to cover the risks associated with the
collectability of the debt owed ARI by ERLY Industries, the
recent $ 7 million judgment (including interest) against
the Company in the Kingwood Lakes South litigation and
is considering additional reserves associated with its
restructuring plan.

ARI announced on April 20 a restructuring plan to divest
certain divisions and focus selling rice to its core
branded markets in the US,Saudi Arabia and Japan.  Major
cost reductions are being implemented in order to reverse
the operating losses experienced during the last 12
months.


APPAREL AMERICA: Agreement with R.R. Swimwear, Inc.
-----------------------------------------------------                      
In a FORM 8-K filed with the SEC, Apparel America Inc.
reports that on June 11, 1998 it entered into an agreement
with R.R. Swimwear, Inc., a wholly owned subsidiary of
Maxine of Hollywood, Inc., for the sale of certain
inventory of the company, as well as certain machinery and
equipment and the exclusive license to use its trademarks.

The company commenced a proceeding under Chapter 11 of the
Bankruptcy Code on June 12, 1998, to implement the sale,
subject to higher or better offer, which may be made in a
hearing before the Bankruptcy Court to consider such sale.


AUSTRALIS MEDIA: Bankruptcy Will Have No Effect on Austar
---------------------------------------------------------
EUROPEAN MEDIA BUSINESS & FINANCE reported on June 25, 1998
that Australis Media Ltd.'s Chapter 11 bankruptcy filing
will have no affect on  United International Holdings'
Australian multi-channel TV subsidiary Austar  
Entertainment. Austar, Australia's second largest pay-TV
operator, boasts about  210,000 subscribers. Until May 20,
Austar had distributed programming channels  provided by
Australis. Since the company's financial difficulties,
however,  (which include the appointment of a receiver and
manager in Australia), Austar activated a number of
replacement agreements for programming and satellite  
distribution with Foxtel and Optus Vision. Austar
and Optus implemented a 50-50  satellite distribution joint
venture which is operational and providing  satellite
transmission services to Austar.


BONNEVILLE PACIFIC: Shareholder Proposes Plan
---------------------------------------------
Wexford Management LLC proposed a plan of reorganization
for Bonneville that offers senior creditors $33.8 million
less than the Chapter 11 Trustee's plan and allocates the
value of the savings to junior creditors and equity holders
like Wexford.  Although the plans are identical in most
respects, the trustee's plan would pay more than $45.3
million in postpetition interest to senior creditors who
may not legally be entitled to any interest, according to
Wexford's June 19 disclosure statement.  The shareholder's
proposal uses the same interest rates as the trustee's
plan, but proposes paying postpetition interest from
May 28, 1996, "the first date when the Debtor's Estate
arguably became solvent as a result of substantial
litigation recoveries by the Trustee." (Federal Filings
Inc. 25-June-98)


CARIBBEAN CIGAR: Announces Year-End Financial Results
-----------------------------------------------------
Caribbean Cigar Company (NASDAQ/CIGR) announced the results
for its fiscal year ended March 31, 1998. Sales for fiscal
1998 were $5.8 million compared to sales of $7.3 million
for fiscal 1997. This decrease reflected significantly
increased competition in the premium cigar market. The
Company reported a net loss in fiscal 1998 of $7.7
million, or $1.46 per basic and diluted shares, as compared
to a net loss of $115,000, or $.03 per basic and diluted
shares in fiscal 1997.

The Company also reported that it has received notice from
FINOVA Capital Corporation ("FINOVA") that the Company has
60 days to either repay the outstanding balance under the
FINOVA line of credit of $1.5 million or FINOVA will
proceed to foreclose its security interest in the Company's
accounts  receivable, inventory, furniture, trademarks and
trade names, machinery and  equipment, and other assets.
The Company has requested the opportunity to meet with
FINOVA to either request an extension of this deadline or a
continuation  of the credit facility arrangement.

However, no assurance can be given that FINOVA will agree
to any such extension or continuation. In the event the  
Company is unable to obtain another line of credit, or
other capital from the  public or private sale of equity or
debt, FINOVA may choose to foreclose its  security interest
in the Company's assets listed above and dispose of those  
assets in an orderly liquidation. Any such event would
result in the termination of the Company's operations,
thereby forcing the Company to consider any and all
alternatives available to it, including potential  
bankruptcy or other measures to protect the interests of
the creditors and  shareholders. No assurance can
be given that any such alternative courses of  action will
be available to the Company on terms acceptable to the
Company or at all.


CARSON'S: Outlook Revised To Negative By S&P
--------------------------------------------
Standard & Poor's today revised its outlook on Carson Inc.
to negative from stable. The company's single-'B'-plus
corporate credit rating, single-'B'-minus subordinated
debt  rating, and double-'B'-minus bank loan rating are
affirmed. About $100 million of debt was outstanding as of
March 31, 1998.

The outlook revision follows the company's continued soft
earnings from its core businesses, coupled with its
announcement that it intends to acquire the stock of
Johnson Products Co. Inc. for $70 million in cash. The
acquisition will be funded from proceeds of a partial
equity sale of Carson South Africa and the eventual
divestiture of Cutex and is not expected to result in an  
increase in leverage. Still, the acquisition is a
substantial transaction for Carson, increasing integration
risks over the near to mid term.

While reported sales were up 77% for the quarter ended
March 31, 1998, and sales of the company's domestic core
business increased 12.5%, the domestic ethnic hair care
industry continues to be soft reflecting in part the
effects of drug chain consolidation. Core sales are
expected to continue soft through second quarter of fiscal
1998. Margins have been adversely impacted due to  
product mix, production inefficiencies, and higher
infrastructure costs incurred to support the company's
growth. Operating income margins fell to 5.7%
from 8.9% earned for the year earlier period. Given softer
earnings, debt protection measures, which had been expected
to be commensurate with the rating, will erode somewhat.

Carson's strong brand names and solid market positions
should be  strengthened by the Johnson acquisition and
should resume their historical  profitability in the second
half of fiscal 1998. Standard & Poor's expects no further
erosion in the company's credit profile. However, if debt
protection  measures do not recover to a level commensurate
with the rating in the near to  mid term, ratings could be
lowered, Standard & Poor's said.


CLOTHESTIME: Chain Attempts Comeback
------------------------------------       
Clothestime Stores Inc. has a new $4 million
advertising campaign.  Chairman, CEO and majority owner
David Sejpal himself is practicing its message: After  
outbidding his former boss and company co-founder John
Ortega II, Sejpal and three management partners were tapped
by a bankruptcy court in September to take control of what
was formerly The Clothestime Inc. chain.

Sejpal cautions patience. "What I have found is there is no
magic bullet to fix it all," he said. Having shuttered
marginal or unprofitable stores, the once-public company is
now being guided through a refocusing and expansion drive.
Sejpal has pulled the plug on what he said was a misguided
attempt to move into the high-end contemporary niche;
instead, he's trying to stock the stores with fashions that
youthful shoppers will find to be both trendy and
affordable.

In its first full post-bankruptcy year, he said Clothestime
is expected to post a profit for the first time since 1994
on flat revenue of roughly $200 million. That would
be a  change from the past three years, when Clothestime
reported steadily declining revenue and red ink totaling
$91 million.

Today's company is roughly half of what it was at its 1994
peak, when it earned $8.2 million on revenue of $349.5
million. Since then, it has closed 272 stores and laid off
3,500 employees. Currently, Clothestime operates about 260
outlets with 2,000 employees in 15 states.

Under terms of the agreement filed with bankruptcy court,
Sejpal and his partners will take 100% ownership of the
firm if they can pay former creditors  $5 million over the
next four years, plus an amount contingent on a formula  
based on the company's operations. That's in addition to a
$3.5 million up- front payment Sejpal and his partners made
to creditors when the company emerged from bankruptcy.
Still, the $8.5 million-plus they will have to pay
creditors is a far cry from the roughly $50 million owed at
the time of the bankruptcy filing.

But if the company falters and the outstanding payments to
creditors are not fulfilled - an unlikely scenario,
according to Sejpal - creditors could end up with as much
as 50% of the new Clothestime.

As a result of the workout agreement, Clothestime today is
otherwise debt- free, Sejpal said. That has allowed it to
move aggressively on potential new store locations and
other expenditures. (Orange County Business Journal -
06/15/98)


CONINDAR: Files for Chapter 11
------------------------------
Conindar, a leading jeans producer in San Luis, Argentina,
has appliced for preventive bankruptcy due to difficulties
to pay piled up debts of US$24mil with local banks.
Conindar has a 50% share in the jeans market, and the  
license to produce and distribute  leading brands such as
Wrangler, Calvin Klein,  Route 66, Gaia, and was hit by
successive financial crisis over the last years. In 1994 it
has a Pesos$83mil turnover, a figure that dropped to  
Pesos$62mil in 1997. (SABI-06/26/98)


ESSEX CORPORATION: Reports New Accountants
------------------------------------------
In a Form 8K filed with the SEC, Essex Corporation reports
that effective June 22, 1998,the company selected Stegman &
Company as its principal accountants to audit the Company's  
financial  statements for the 1997 fiscal  year.  Stegman &
Company is  replacing  Arthur  Andersen LLP as the
Company's  principal  accountants.  Arthur  Andersen LLP
had been the Company's auditors  since  1992 but was  
replaced  for  business  considerations  entirely
unrelated to accounting standards or practices.


FPA MEDICAL: Stock Falls After Credit Rating Cut
------------------------------------------------
FPA Medical Management Inc., a money-losing operator of
physician practices, saw shares fall 27 percent after its
credit rating was cut because it failed to make a $2.6
million interest payment.

FPA shares fell 44 cents, to $1.18, on trading of 9.7
million. Earlier, the stock fell to a low of 75 cents, down
from a high for the year of $25.13 on March 5.

Standard & Poor's cut its rating on the San Diego company's
debt to "default" after the stock market closed Wednesday,
blaming the company's financial troubles on its rapid
acquisition of unprofitable physician groups.  
Moody's cut its rating today.

The declines in the stock have been aggravated by the
unwillingness of FPA management to discuss the company's
position as it seeks financing that would help it make the
bond-interest payment before the securities go into
default next month, said shareholder Joseph Newell, general
partner of Tidewater Capital.

"What frustrates most people is that they've been so mum on
what's going on," said Newell. "I'm holding on to what I
have because I believe they might be able to turn it
around. I'm not adding to the position because trying to  
catch a falling knife can be very dangerous."
Officials at the company, which is affiliated with some
7,900 doctors in 29 states, weren't available to comment.

Like larger rivals Phycor Inc. and MedPartners Inc., FPA
Medical has reported losses because it underestimated
medical claims it needed to pay as it boosted market share
through a string of acquisitions.(Orange County Register -
06/19/98)


FRUEHAUF TRAILER: Files Amended Plan of Reorganization
------------------------------------------------------
Chriss W. Street, President and Chief Executive Officer of
Fruehauf Trailer Corporation, announced the filing of
Fruehauf's Chapter 11 Amended Plan of Reorganization and
Disclosure Statement. A hearing for the Delaware Bankruptcy
Court to approve the Amended  Disclosure Statement is
scheduled for July 28, 1998 at 2 p.m. in Delaware.

Fruehauf's Plan and Disclosure Statement may be viewed at
www.camhy.com. The Amended Plan calls for securities held
by Fruehauf, which are presently valued at more than $25
million, to be distributed to Fruehauf's secured  
bondholders. Fruehauf's remaining assets, including its
trailer manufacturing operation in Mexico and portfolio of
properties, will be transferred to a liquidating trust, to
be named the "End of the Road Trust", for the benefit of  
Fruehauf's creditors. Mr. Street will serve as Trustee for
the liquidating trust.

The Amended Plan reflects an agreement reached with all
creditors' committees. Chriss Street stated that
"Fruehauf's new management team is pleased that it reached
an agreement which will allow both secured bondholders  
and unsecured creditors to participate in the End of the
Road Trust." The Amended Plan calls for End of the Road
Trust Certificates to be distributed to Fruehauf's
creditors. The Certificates will be tradeable.

One of the End of the Road Trust's most significant assets
is ownership of Fruehauf de Mexico, a trailer manufacturing
plant located in Mexico City. Chriss Street and his team of
reorganization and manufacturing specialists assumed
control of Fruehauf in late April of 1997. Since then,
Fruehauf de Mexico has more than doubled its production of
trailers, has generated operating profits (EBITDA) on a
monthly basis since June 1997, and increased its market
share to 35% in Mexico.


GRAND UNION: Petition Lists Liabilities Of $1.24 Billion
--------------------------------------------------------
Grand Union Co.'s Chapter 11 petition, filed yesterday in
Newark, N.J., lists total assets and liabilities of about
$964.4 million and $1.24 billion, respectively.  The 222-
store supermarket chain also filed its prepackaged
reorganization plan after holders of more than 72% of
its senior notes and all preferred stockholders voted in
favor of the plan.  The company's largest unsecured
creditors include indenture trustee IBJ Schroder Bank &
Trust Co. ($595 million), C&S of Brattleboro, Vt. ($11
million), and Freihofer Chas. Baking Co. of Goshen, N.Y.
($2.8 million). (Federal Filings Inc. 25-June-98)


H.K.PORTER: Federal Judge Approves a Settlement
-----------------------------------------------
In a class-action case that clears the way for at least
120,000 people to obtain money for asbestos-related
illnesses, H.K. Porter Co. agreed to establish a $104
million trust fund to pay $2 billion in claims arising from
injured workers, meaning people sickened by the company's
products will receive 5 or 6 cents for every dollar of
injuries they claim.

H.K. Porter was a steam locomotive maker that in 1959
bought a manufacturer of asbestos-laden safety clothing.
Asbestos has been linked to cancers and lung disease. H.K.
Porter also owned steel-mill supply businesses.   Attorney
Douglas Campbell sued H.K. Porter in 1992, claiming that
the company's owner, the late Thomas Mellon Evans, siphoned
off $150 million in assets to avoid paying asbestos-related
claims.

The settlement approved by U.S. District Judge Gary
Lancaster and U.S. Bankruptcy Judge Warren Bentz also
settles the claim against Evans' estate.  New York lawyer
Jeffrey Sabin, who represents Evans' estate, agreed to  
provide $31 million to the trust fund. The balance of the
fund will come from $47 million still held by H.K. Porter
and $25 million from the Pennsylvania Insurance Guaranty
Association.

Campbell said the number of people claiming injuries from
H.K. Porter products could rise to 558,000 because health
problems related to asbestos can take 20 or more years to
develop.


HARVEY ELECTRONICS: 1998 Annual Meeting of Stockholders
-------------------------------------------------------
The Annual Meeting of Stockholders of Harvey Electronics,
Inc. will be held on July 23, 1998 at the Marriott At Glen
Pointe, 100 Frank W. Burr Boulevard, Teaneck, NJ 07666 for
the following purposes:

1. To elect six directors;
2. To ratify  the  appointment  of  Ernst  &  Young  LLP  
as the Company's  independent  auditors  for the fiscal  
year  ending October 31, 1998;
3. To approve the Harvey Electronics, Inc. Stock Option
Plan.


JINRO COORS: Coors' $100 Million Offer Termed Too Low
-----------------------------------------------------
Banks that are creditors of Jinro-Coors Brewing Co. in
South Korea said Coors Brewing Co.'s offer to invest $100
million in the financially troubled Korean brewing venture
is too low.  News reports from Seoul said Coors coupled its
offer of $100 million with a demand that creditors write
off more than half of Jinro-Coors' $470 million in debt and
turn the rest into equity in the venture. Coors Brewing was
once a partner in Jinro-Coors, whose parent company is now
bankrupt. A Coors spokeswoman said the Colorado brewer has
"an offer on the table that we think  is reflective of the
business going forward." (The Denver Post)


LONG-TERM CREDIT BANK: Japanese Banks Plan Merger
-------------------------------------------------
Sumitomo Trust is planning a merger with Japan's troubled
Long- Term Credit Bank, which has been foundering under
huge problem loans, Japanese  media reported today.
The Long-Term Credit Bank, the 22nd largest bank in the  
world according to Forbes magazine, had become the focus of
investors' concern  at a time when Japan's banks are
struggling to get out from under a mountain of  bad debt.

Shares in the LTCB plummeted Thursday as executives spelled
out a drastic restructuring plan and hinted at a possible
merger. Trading in shares for both Sumitomo Trust and LTCB
were suspended on the Tokyo Stock Exchange after
the reports emerged.


MARVEL ENTERTAINMENT: Prepares to Exit Chapter 11
-------------------------------------------------
A hearing has been scheduled for June 30 to confirm the
reorganization plan for Marvel Entertainment Group Inc.,
which filed for chapter 11 protection more than
two-and-a-half years ago, according to a newswire report.
Delaware District Court Judge Roderick McKelvie wrote a 20-
page decision declaring a settlement proposed by the
court-appointed trustee and senior lenders was fair.

Under the settlement agreement, the Trustee has agreed to
withdraw the appeal of the District Court decision upon
consummation of the plan of reorganization.  The Trustee,
the Senior Secured Lenders of Marvel, Toy Biz and
others will also exchange releases, including releases from
the lawsuit commenced by Marvel.  Ronald O. Perelman and
certain of his affiliates and associates are defendants in
Marvel's lawsuit but are not being released.

The settlement agreement may be terminated by Toy Biz or
the Senior Secured Lenders that have agreed to support the
plan of reorganization if confirmation of the plan does not
occur by June 30, 1998 or if consummation of the plan
does  not occur by August 15, 1998.  It may also be
terminated by the Trustee if confirmation of the plan of
reorganization does not occur by August 15, 1998 or if
consummation of the plan does not occur by September 30,
1998.

Judge McKelvie rejected objections by investor Carl Icahn
and unsecured creditors, who had argued that the settlement
would result in losses. Under the plan, Marvel would merge
with Toy Biz Inc., and secured lenders would receive a
portion of equity in the new company and be paid 70 cents
on the dollar for their $617 million of Marvel-related
claims. In addition, equity holders would receive 12
million warrants, exercisable in several ways. (ABI 26-June
-1998)
        

NEXTWAVE: Korean Investors Suffer Due to Bankruptcy
---------------------------------------------------
Many Korean companies which invested large funds in
Nextwave Telecom are likely to suffer serious financial
damages, as the U.S. based PCS operator requested the court
to grant the Chapter 11 bankruptcy protection
under the  Federal Bankruptcy Code.

Nextwave Telecom announced on June 11 that its 4 affiliated
companies had filed for the bankruptcy protection as the
companies were unable to pay the license fee for PCS
business to FCC. Established in 1995 with a capital of
$437  million, Nextwave Telecom has business rights in over
63 areas with a population of 110 million.

Nextwave Telecom requested the court to order FCC to reduce
the license fee of $4.7 billion by 80 percent and to re-
arrange the terms of payment. Nextwave will have to follow
the terms set by the FCC, including the return of the 15
MHz frequency, if the court does not grant the request.  In
the worst case scenario, all of Nextwave's business
licenses may be canceled, causing the domestic companies
which invested in Nextwave Telecom to lose all of their
invested funds.

Domestic companies which have invested a total of over $100
million in the US firm include LG Information and
Communications with $30 million, Pohang Iron  and Steel,
Korea Electric Power and Il Jinn Co. each with $20 million,
Seoul Mobile Telecom and Hung Chang Co. each with $5
million and Yuyang Information and Communications with $3
million.

In particular, LG Information and Communications is set to
receive a heavier blow as the Korean company had planned to
supply $14 million worth of equipment including a PCS
switching system and 7 base stations.

A Ministry of Information and Communication official
commented that possibilities are high for Nextwave Telecom
to win the suit, since there is a precedent in which the
bankruptcy protection was granted to a company under
similar situations. (Korea Economic Weekly; 06/26/98)


PHILIPPINE AIRLINES: Sacked Pilots to File Suit
-----------------------------------------------
The union representing recently-sacked pilots of  
Philippine Airlines (PAL) said here Saturday it plans to
file a suit against the airline, accusing it of carrying
out an illegal lockout.

"The leadership ... has decided to declare PAL management
(guilty) of fomenting an illegal lockout situation. (We)
intend to fight this out legally all the way to the Supreme
Court," the group said in a statement.

This came after more than 500 sacked union pilots raised
the white flag and said they were returning to work on
Friday only to be told by the management that it was too
late and that they had already been considered fired for  
defying a June 9 return-to-work order.

"We'll meet them in court when they do file that," said PAL
senior vice-president Avelino Zapanta, charging that the
union's strike was illegal in the first place.  From only
about 44 pilots during the strike, Zapanta said they had
built up their pilots' corps to more than 105 pilots. PAL
is also evaluating 20 pilots from Indonesia and Malaysia,
he added.

Zapanta said that with the new pilots, they would be
announcing soon an increase in the number of PAL's
international destinations, adding San Francisco and
Fukuoka, Japan to its four previous destinations, Los
Angeles, Singapore, Hong Kong and Narita, Japan.

PAL had earlier said it would need 180 pilots to carry out
their operations.  The pilots' union had gone on strike on
June 5 in protest at a recent cost-cutting early retirement
scheme. The strike, which forced the loss-making  
airline to reduce its operations by 80 percent, further
pushed PAL to the brink  of bankruptcy.

Since then, PAL has fired all the strikers, terminated
5,000 ground and cabin crew, and slashed its fleet to
address a crushing 85.1 billion peso (2.1 billion dollar)
debt while seeking protection from creditors.  PAL
management had said that the sacked pilots may re-apply but
will lose their old seniority.

The airline had been losing heavily in the past few years,
incurring a record net loss of 205 million dollars in its
last fiscal year. Under a rehabilitation plan, PAL would
keep only 14 aircraft from its 54-strong fleet, sell 13 and
cancel leasing or subleasing 27 others.(Agence France
Presse - 06/27/98)


SCORE BOARD: No Satisfactory Bids at Auction
--------------------------------------------
The Score Board Inc., a Cherry Hill, N.J.-based marketer
and licensor of sports and entertainment-related
memorabilia and products, reported that its June 23 auction
of assets failed to produce a bid satisfactory to the
company, Congress Financial Corp. (its secured lenders) and
its Unsecured Creditors' Committee, The Philadelphia
Inquirer reported. However, the company is in negotiations
for a sale of substantially all of its assets. The company
filed chapter 11 in March and last month determined that it
was unable to develop a viable business plan. (ABI 26-June-
98)


STORMEDIA: Completes Restructuring of its Bank Debt
---------------------------------------------------
In a press release dated June 1, 1998, Stormedia announced
that it has completed the restructuring of its bank debt
with a consortium of banks led by Canadian Imperial Bank of  
Commerce as well as a series of financing transactions.  As
a result of the restructuring, StorMedia is no longer in
default under its CIBC bank debt.  As part of the
restructuring, StorMedia repaid $10 million of principal
owing to the banks and issued warrants to purchase shares
of Class A Common Stock.The balance of the CIBC bank debt
continues to be outstanding and is fully secured.


T.L.C. FOR GIRLS: Jenna Lane's Offer Accepted
------------------------------------------
Jenna Lane, Inc.  announced that a wholly-owned subsidiary
had purchased substantially all the assets of T.L.C. for
Girls, Inc., a New York based manufacturer of children's
apparel currently operating in Chapter 11 under
the Bankruptcy Code,  for an aggregate of $350,000. The
transaction was consummated on June 19, 1998.

The company previously had made an offer which was subject
to an auction which was held June 18, 1998 in the
Bankruptcy Court.  The company was the only bidder for the
T.L.C. assets.  The company also is completing its
contract  manufacturer relationship with T.L.C., which
permitted T.L.C. to manufacture  its fall order file,
approximating $4 million.

The company also announced that its subsidiary, now known
as T.L.C. for Kidz, Inc., has entered into an employment
agreement with Walter Ginsberg, former President of T.L.C.  
Ginsberg will serve as President of T.L.C. for Kidz, Inc.
and shall direct the sales and merchandising efforts of the
Childrenswear Sales Group of Jenna Lane.


T.EATON: Healthy Profit for the First Quarter
---------------------------------------------
Canadian retailer T. Eaton Co. Ltd., which rose late  
last year from the brink of bankruptcy, rang up a healthy
profit for the first  quarter of 1998 Thursday.

The venerable retailer, which was listed on the Toronto
Stock Exchange for the first time in May, said its first-
quarter earnings, for the period ended May 23, were C$2.4
million or C$0.30 per share on sales of C$421.7 million  
compared with a loss of C$71.5 million or C$8.87 per share
on sales of C$430.3 million in the year-before quarter.   

Included in the profits was a one-time gain of C$85 million
on the sale of its credit operations to
Norwest  Financial Capital Canada Inc.

Though Eaton's officials refused to comment on what the
company's earnings will be in future quarters without the
one-time gain from the credit group, its  April 17
preliminary prospectus forecasts net earnings of C$80
million and revenues of C$1.62 billion for a 44-week period
between March 29, 1998 and January 30, 1999.

Eaton's president George Kosich said the sale of the credit
division and the initial public offering was instrumental
in the turnaround of the beleaguered retail chain.

The balance sheet did not reflect the C$165 million
proceeds from the initial public offering.
"We are encouraged by the progress we are making," he said
in a teleconference. "We are implementing our strategic
plan, and we know the plan is working where it has been
implemented."

Analysts hailed today's earnings release as a positive sign
for the once-troubled company.  Although the sales slipped,
one analyst noted that the figures were based on  
only 64 stores across the country as it jettisoned a number
its poorer performing stores.

Today's first-quarter earnings statement marks another step
in the comeback  attempt of the 130-year-old Canadian
retailer. Last month, Eaton's launched a C$175-million
initial public offering after only emerging from bankruptcy  
protection in the fall.($1=$1.47 Canadian) (Reuters:
International- 06/25/98).
    

UNIFORET: S&P Lowers Uniforet Inc.'s Ratings
--------------------------------------------
Standard & Poor's today lowered its corporate credit and
senior secured debt ratings on Uniforet Inc.  
to  single-'B' from single-'B'-plus and placed the ratings
on CreditWatch with negative implications.  About US$125
million of debt is affected.  

The downgrade reflects Uniforet's continuing weak credit
protection measures resulting from a combination of
operating problems and eroding lumber markets.  Montreal-
based Uniforet is a small forest products company engaged
in  the production of lumber, pulp, and paper.  While some
progress has been made toward a restructuring, Uniforet has
not achieved the expected economies of  scale necessary to
permanently lower production costs at its lumber and pulp  
complex in Port-Cartier, Quebec.  Modest improvements in
paper prices are expected to be more than offset by a
significant drop in lumber prices, which could in turn
neutralize some of the anticipated operating progress.  

The CreditWatch placement reflects concerns about
Uniforet's financial flexibility.  Potential for near-term
improvement exists as the company raises production levels.  
However, failure to achieve the expected economies of scale
could strain the company's liquidity and result in a
further downgrade.  Standard & Poor's will continue to
closely monitor the situation.


VENTURE: July 15 Set for Completion of Liquidation
--------------------------------------------------
Venture Stores Inc. is expected to complete its going-out-
of-business sale by mid-July.

Tina Schneider, a Venture spokeswoman, said July 15 was the
target date for all Venture stores - including the seven in
the Kansas City area - to complete the liquidation. Some
stores could close before that date if all their
merchandise is sold, she said.

Kmart Corp., which is taking over nearly 50 Venture stores,
has been eager to take possession so it can reopen them as
Kmart stores in the fall. Five of the seven area Venture
stores are being converted to Kmart stores.

Once the Venture stores are closed, they will be
relinquished to Kimco Realty Inc., which will re-lease most
of the stores to Kmart. The Venture stores not being taken
by Kmart are expected to be leased to other retailers, as
yet unnamed.  Meanwhile, Venture headquarters in the St.
Louis area will be down to a skeleton crew next week.
Tuesday will be the last day of work at Venture for  
most of the headquarters staff.

Venture filed for bankruptcy reorganization this year. But
the plan to rescue the retailer faltered, and the
bankruptcy was converted to a liquidation.(Kansas City Star
- 06/27/98)
                  
                   *********

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