TCR_Public/980921.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, September 21, 1998, Vol. 2, No. 184


405 W. 45TH ST: Files Chapter 11 Petition
AHERF: Acts to Stem Defections
AMERITAS LIFE: Files Supplement To Prospectus With SEC
BARNEY'S INC: Asks To Pay Fee To Plan Investors
BARNEY'S INC: Proposed Plan of Reorganization

BARNEY'S INC: Seeks To Retain Ernst & Young Further
BRADLEES: Quarterly Report Filed with SEC
BRUNO'S: Quarterly Report Filed with SEC
CROWN BOOKS: To Post $28 Million Loss

FORSTMANN: Quarterly Report for Period Ended August 2
GREATE BAY HOTEL: Order Extends Exclusivity To November 9
ITHACA INDUSTRIES: Files Quarterly Report With SEC
KENAR ENTERPRISES: Case Summary and 20 Unsecured Creditors
KENAR ENTERPRISES: Files Chapter 11 Petition

LYNX GOLF: TearDrop Announces Definitive Agreement
MEGO MORTGAGE: Ralser To Replace Moore
MERIS LABORATORIES: Announces Acquisition By Unilab
PACKAGING PLUS: Files Registration Statement
TRAK AUTO: Sharp Losing Streak
YAHAGI: Files For Bankruptcy


405 W. 45TH ST: Files Chapter 11 Petition
Debtor:  405 W. 45th St., Inc.
         New York, New York 10036

Type of business: cooperative apartment corporation owning
a 30 unit apartment building at 405 West 45th Street New
York, NY

Court: Southern District of New York

Case No.: 98B46504   Filed: 09/10/98   Chapter: 11

Debtor's Counsel: Paul Dahlman
                  170 Broadway Suite 1208
                  New York, NY 10038-4154
                  (212) 964-2039

Creditors Holding Largest Unsecured Claims:

Creditor           Claim                       Amount
--------           -----                       ------
Phyllis Koffman    court appointed receiver    10,000
Phyllis Solomon    foreclosure sale
William Kutner     former attorney

AHERF: Acts to Stem Defections
Seeking to stem defections, the parent foundation of
Allegheny General Hospital is seeking U.S. Bankruptcy Court
approval to give bonuses of up to 3 percent to 460
Philadelphia-area and 74 Pittsburgh-area administrators,
doctors and other management-level employees. Attorneys for
the Allegheny Health Education and Research Foundation say
the enticements, which also would include up to 24 weeks'  
severance if they lost their jobs, are needed to keep  
employees from bailing out of the bankrupt affiliates
before they are sold. The foundation has seen a rising tide
of departures since its July 21 bankruptcy filing, the most
recent being three respected Philadelphia orthopedists,
known  as the three B's, who this week said they were
moving their coveted medical  practice from AHERF's
Graduate hospital to Pennsylvania Hospital. Graduate is one
of eight Philadelphia hospitals being sold at a Sept. 29
bankruptcy auction. (Pittsburgh Post-Gazette; 09/17/98)

AMERITAS LIFE: Files Supplement To Prospectus With SEC
Ameritas Life Insurance Corp. filed a supplement to its
prospectus dated May 1,1998 with the SEC. The supplement
states that on September 14, 1998, the Board of Directors  
of Ameritas  Mutual  Insurance Holding  Company and Acacia
Mutual Holding Company voted to merge the two mutual
insurance  holding  companies and the two intermediate  
holding  companies.  The surviving mutual holding company
will be Ameritas Acacia Mutual Holding Company. The merger
will be effective January 1, 1999, subject to the approval
of the various regulators and the members of both mutual  
holding  companies.  On the effective date of the merger,
Ameritas Life and Acacia Life and all  other corporate
subsidiaries are unaffected.

Ameritas and subsidiaries had total assets at December 31,
1997 of over $3.4 billion.  Ameritas enjoys a long standing
A+ rating from A.M. Best, an independent firm that analyzes
insurance carriers.  A.M. Best Co. has now
placed the rating of Ameritas Life Insurance Corp. under
review with developing implications.  Ameritas also has
been rated A- by Weiss Research,Inc., and an AA  rating
from Standard & Poor's for claims-paying ability.

BARNEY'S INC: Asks To Pay Fee To Plan Investors
The debtors, Barney's Inc., et al, together with the
Official Committee of Unsecured Creditors are seeking entry
of an order approving payment by the debtors of the cash
fee and the reimbursable fees to Whippoorwill Associates,
Inc. and Bay Harbour Management LC.

The debtors request that the court enter an order
authorizing the debtors to pay the plan investors a $2.5
million cash fee in the event that an alternative plan of
reorganization to the plan is confirmed and such plan
provides for higher or better treatment for unsecured
creditors, subject to certain conditions.

The debtors state that the proposed plan represents the
most favorable economic alternative for the debtors to
creditors that has been proposed to date.  The efforts of
the plan investors in negotiating and formulating the plan
and the settlements that form the basis for the plan have
conferred significant benefits on the debtors' estates and
creditors, and that is why the debtors ask that the cash
fee will only be payable if the plan is not confirmed and
an alternative plan is confirmed.

A hearing will be held on the motion on October 14, 1998 at
2:00 pm before the Honorable James L. Garrity, Jr.

BARNEY'S INC: Proposed Plan of Reorganization
In the case of Barney's Inc., a plan of reorganization and
an accompanying Disclosure Statement are proposed by the
Creditors' Committee and the Plan Investors, Whippoorwill
and Bay Harbour.

Whipporwill and Bay Harbour are creditors of the debtors
and hold approximately $133 million in claims against the
debtors. The plan is primarily an "equity conversion" plan,
pursuant to which all of the allowed General Unsecured
Claims against Barney's and certain of its affiliates  
(including Barney's America, BNY Licensing, BNY Leasing and
Preen) will be converted into Equity Interests in new
Barney's, an entity to be created under the plan, which
will own 100% of the equity in Barney's.  The remaining
minority equity interest in New Barney's will be owned by
Isetan and the Pressman Family.  The equity interests in
new Barney's being distributed under the plan are based on
a total reorganization value for New Barney's, on a
consolidated basis, of $325 million and a net
reorganization value of $194.5 million.

The plan is premised on two primary settlements among the
debtors, Isetan and the Pressman Family.  All litigation
will be settled.  The plan provides for the infusion of up
to $68.3 million in new equity, which when combined with
bank financing is expected to enable the debtors to exit
Chapter 11 with sufficient capital to support their new
business plan and provide the necessary liquidity for
future operations.

The infusion of new equity will be in two forms; a $50
million subscription rights offering available to all
holders of Allowed General Unsecured Claims and a $10
million equity investment by the Plan Investors.

A hearing to consider approval of the Joint Disclosure
Statement will be held before the Honorable James L.
Garrity, Jr., on October 14, 1998 at 2:00 pm.
The date and time fixed for voting on the Plan shall be
November 23, 1998 at 5:00 pm.

The final date and time for exercising subscription rights
under the Subscription Rights Procedures shall be December
10, 1998.

BARNEY'S INC: Seeks To Retain Ernst & Young Further
Barney's Inc. is seeking court approval to have Ernst &
Young perform the debtors' 1998 Audit at a fee of $350,000
plus out of pocket expenses not to exceed $15,000.

In addition Ernst & Young will perform a certification of
sales related to the debtors' World Financial Center store.
The fee for such service is included in the Audit fee.

Ernst & Young will continue to provide all other tax and
accounting services required in the debtors' cases at it s
regular hourly rates and will continue to apply for court
approval of the fees.

BRADLEES: Quarterly Report Filed with SEC
Bradlees Inc. filed its quarterly report with the SEC for
the quarterly period ended August 1, 1998.

Total sales for Second Quarter 1998 increased $11.3 million
or 3.6% from Second Quarter 1997 due to an increase of 7.4%
in comparable store sales (including leased shoe department
sales), partially offset by the impact from closing six
stores in February, 1998.

The company reported that for the thirteen weeks ended
August 1, 1998, the company had a net loss of $(2,722)on
net sales of $310 million, and for the period ended August
2, 1997, the company experienced a net loss of $(16,864)  
on net sales of $297 million.

Gross margin increased $3.7 million in Second Quarter 1998
compared to Second Quarter 1997 due principally to the
strong comparable store sales.

BRUNO'S: Quarterly Report Filed with SEC
Bruno's Inc. filed its quarterly report with the SEC for
the period ended August 1, 1998.

As of September 10, 1998, the Company operated 165 stores
in four states, including 116 in Alabama, 13 in Florida, 33
in Georgia and three in Mississippi.  In addition, the
Company was continuing to operate nine retail liquor

Net sales decreased $153.1 and $336.6 million in the
quarter and year-to-date periods ended August 1, 1998 as
compared to the comparable periods of the prior
year. Approximately $80.0 million and $165.0 million of the
decrease in the quarter and year-to-date periods,
respectively, was due to the reduction in the number of
stores operated by the Company as a result of the company's
divestitures.  Comparable store sales decreased 13.7% and
15.7% in the quarter and year-to-date periods ended August
1, 1998 from the prior year due in part to increased
competitive activity in the Company's trade

As a result of the distribution center accident, the
Company was not able to supply its stores with perishable
merchandise from the Company's distribution center from
April 21, 1998 through May 24, 1998. Although the
Company made temporary arrangements for perishable
merchandise with third party suppliers and distributors,
the Company was not able to maintain adequate levels
of perishable inventories at all times in its stores. The
reduction in store-level perishable inventories resulted in
a loss of customers and sales. In addition, the Company's
sales continue to be affected by the loss of customers
in 1997 due to increases in the Company's prices to levels
that were not competitive, a reduced level of promotional
activity, product shortages in the Company's stores
resulting from distribution problems and efforts to control
inventory, and reduced levels of customer service due to
the Company's efforts to control payroll costs.

EBITDA decreased by $19.6 million in the quarter ended
August 1, 1998 compared to the quarter ended August 2, 1997
and decreased by $41.2 million in the year-to-date period.

Gross profit (net sales less cost of products sold) as a
percentage of net sales for the second quarter was 21.4%
compared to 22.6% in the prior year.

On September 16, 1998, Connectivity Products Incorporated,
a subsidiary of the issuer, Connectivity Technologies Inc.
concluded a non-binding Letter of Intent to sell all of the
business and assets of its Energy Electric Assembly
division to a subsidiary of Orion Capital Partners, LP, a
Boston-based private equity fund. The transaction is
subject to due diligence and other conditions, including
the conclusion of a mutually satisfactory asset purchase

CTI anticipates that the closing will take place within 60
days of the date hereof, although no assurances can be
given that the sale will be consummated. The Letter of
Intent provides for a cash purchase price of $10,750,000,
subject to upward or downward adjustment, and CTI intends
to utilize the proceeds, net of expenses and taxes
generated by the sale, to reduce its bank debt, now
standing at $16,172,053.

CROWN BOOKS: To Post $28 Million Loss
Crown Books announced its earnings unofficially after
requesting a filing extension from the Securities and
Exchange Commission. The chain, which recently closed 79
stores, said it would post at least a $28 million loss for  
the quarter ended Aug. 1, a more than sevenfold increase
from the comparable quarter last year. (WashingtonTimes-

FORSTMANN: Quarterly Report for Period Ended August 2
Forstmann & Co. Inc. reports net sales for the 1998 Nine-
Month Period of $117.6 million, a decrease of 21.5% from
the 1997 Nine-Month Period.  Total yards of fabric sold
decreased 24.4% from the 1997 Nine-Month Period to the 1998
Nine-Month Period.  However, the average per yard selling
price increased to $7.57 per yard from $7.40 per yard due
to shifts in product mix.  Sales declined in all major
product lines except for specialty fabric sales which
increased by $2.7 million during the 1998 Nine-Month  
Period when  compared to the 1997  Nine-Month  Period.  In
addition, the Company added apparel sales of $1.6 million
during the 1998 Nine-Month  Period as a result of the  
acquisition  of  the  Arenzano  business.

A net loss for the 1998 Nine-Month Period was $3.9
million as compared to a net loss of $6.4 million in the
1997 Nine-Month Period.

Net sales for the 1998 Third Quarter were $39.0 million, a
decrease of 27.6% from the 1997 Third Quarter. Net loss was
$4.2 million in the 1998 Third Quarter compared to $1.1  
million in the 1997 Third  Quarter

GREATE BAY HOTEL: Order Extends Exclusivity To November 9
On August 24, 1998 the court entered an order extending the
debtors' exclusive period of time within which to file a
plan of reorganization to and including November 9, 1998.
The debtors' exclusive period of time within which to
solicit acceptances of a plan of reorganization is extended
for an additional period of 60 days after the date within
which to file a plan, to and including January 8, 1999.

ITHACA INDUSTRIES: Files Quarterly Report With SEC
Ithaca Industries Inc. reports net income of $174,000                               
on net sales of $127 million for the twenty six weeks ended
August 1, 1998 as compared to net income of $854,000 on net
sales of $119 million for the twenty six weeks ended August
2, 1997.                                

Net sales increased from $60.9 million for the thirteen
weeks ended August 2, 1997 to $67.2 million for the
thirteen weeks ended August 1, 1998.

The Company has entered into a $110 million in senior
credit facilities that include a five-year bank credit
facility consisting of a $25 million term loan and up to
$70 million in revolving credit loans to be provided by a
syndicate of banks led by NationsBank, N.A. The Senior
Credit Facilities also include an additional $15
million term loan provided by Foothill Capital Credit
Corporation and arranged by NationsBanc Montgomery
Securities LLC. The Senior Credit Facilities were also
used to refinance the Company's existing credit agreement
with another bank syndicate, to fund the acquisition of
Glendale, and will also be used for general corporate

KENAR ENTERPRISES: Case Summary and 20 Unsecured Creditors
Debtor: Kenar Enterprises Ltd.
        555 7th Avenue - 12th Floor
        New York, NY 10018

Chapter: 11   Date Filed: 09/15/98  Case No.: 98-46607-ajg      
Court: Southern District of New York

Type of business: Manufacturer, designer, importer,
wholesaler and retailer of women's apparel

Attorney to the Debtor:
Bruce Frankel
Jeffrey K. Cymbler
Angel & Frankel, PC
460 Park Avenue
New York, New York 10022-1906

Total Assets:       $21,468,894
Total Liabilities:  $27,993,166

                                    Amount          Holders
                                    ------          -------
Fixed Liquidated Secured Debt       $24,211,007      4  
Contingent Secured Debt              $0
Disputed Secured Claims              $0
Unliquidated Secured Debt            $0

Fixed Liquidated Unsecured Debt      $3,782,159
Contingent Unsecured Debt             $0
Disputed Unsecured Claims             $0
Unliquidated Unsecured Debt           $0

Number of Shares of Preferred Stock    0
Number of Shares of Common Stock     200               1  

Creditors Holding 20 Largest Unsecured Claims:

Creditor                 Nature of Claim          Amount
--------                 ---------------          ------
No. 1 Fashion Factory    Trade                    $406,755
Laspata Decaro           Trade                    $343,368
23 International Ltd.    Trade                    $303,364
Kronish Lieb Weiner      Professional Services    $263,327
Elite Model Mgmt Corp.   Trade                    $162,500
Conde Nast (Vogue)       Trade                    $153,643
Jade Century Co. Ltd.    Trade                    $127,619
Top Tech Knitting Factor Trade                    $121,172
Zheniang Silk Import     Trade                    $120,974
Starry Garment, Ltd.     Trade                    $114,625
Regine                   Trade                    $101,272
1411 Trizechaln-Swig LLC Trade                     $82,277
TAFA                     Trade                     $82,077
Just Quality Fashion     Trade                     $78,221
MCNY                     Trade                     $73,786
Chungweiming Knitting    Trade                     $67,005
Mansion Garment Factory  Trade                     $59,529
Cinzia Rocca             Trade                     $59,211
Guide Fabrics Inc.       Trade                     $57,736
Easy Tech Garment Inc.   Trade                     $53,420

Affiliated debtor: Z. Frederick Enterprises Ltd.; Owner of
two leasehold interests in two retail stores located in
East Hampton and Central Valley New York. Z. Frederick
Enterprises Ltd. subleases these stores to Kenar
Enterprises Ltd.

KENAR ENTERPRISES: Files Chapter 11 Petition
Unable to obtain credit for ongoing obligations to trade
creditors, fashion company Kenar Enterprises Ltd. filed for
chapter 11 this week in Manhattan and plans to liquidate.
"[T]he interests of all parties would be best served by the
continuation of [Kenar's] business operations as a debtor-
in-possession under chapter 11 while it conducts an
orderly liquidation with the possibility of attracting a
suitor and thereby confirming a plan of reorganization,"
President and Chief Executive Kenneth Zimmerman said in an
affidavit. He estimated that operations over the next 30
days would generate net profits of about $1.7 million. The
company's petition lists total assets and liabilities of
approximately $21.5 million and $28 million, respectively,
as of May 31. Kenar manufactures, imports, and sells
women's apparel. The company has showrooms in Manhattan,
Dallas, and Atlanta, as well as retail outlets in East
Hampton, N.Y., Totowa, N.J., and Central Valley, N.Y.
(The Daily Bankruptcy Review and ABI Copyright c September
18, 1998)

LYNX GOLF: TearDrop Announces Definitive Agreement
TearDrop Golf Company (Nasdaq:TDRP) announced Friday that
it has executed a definitive Asset Purchase Agreement with
Lynx Golf Co. for the purchase of certain assets of  
Lynx Golf. At a hearing held on September 15, 1998, the
U.S. Bankruptcy Court for the Southern District of
California established October 14, 1998 as the hearing date
for approval of the Asset Purchase Agreement between the  
companies. The acquisition by TearDrop Golf remains subject
to competing bids from other interested parties and
bankruptcy court approval.

MEGO MORTGAGE: Ralser To Replace Moore
On September 2, 1998, Mego Mortgage Corporation issued
a press release announcing that Jeffrey Moore had resigned
as a director of the Company and as its President and that
William Paul Ralser had been appointed to replace Mr. Moore
as President of the Company and as the Company's Chief
Operating Officer.

MERIS LABORATORIES: Announces Acquisition By Unilab
Meris Laboratories Inc. (OTC Bulletin Board: MERS), a
debtor in a Chapter 11 bankruptcy case pending in the  
United States District Court for the Central District of
California, announced  today that it has signed a
definitive agreement for Unilab Corporation (Amex:  ULB), a
Delaware corporation ("Unilab"), to acquire substantially
all of the  assets (including the customer list) of Meris.

The purchase price is $16,520,000 payable in the form of a
convertible subordinated note for $14,000,000 ("the Note")
and $2,520,000 in liabilities payable to Meris in equal
installments over 72 months.  The Note has an 8-year  
term with a $3.00 per share conversion price, and bears a
7.5% per annum interest rate.  In addition to the customer
list, Unilab will acquire substantially all of the assets
of Meris and assume certain liabilities.  The purchase
price is subject to certain adjustments.

Completion of this transaction is conditioned upon approval
of the Bankruptcy Court and other customary closing
conditions.  The agreement obligates Meris to pay a
substantial break-up fee to Unilab in the event the Unilab
acquisition is not approved and a sale to another buyer is

If a sale is approved by the Bankruptcy Court
and consummated, Meris expects to file a  plan of
reorganization under which it will distribute all of the
net proceeds  of the sale to its creditors, subject only to
the satisfaction of certain  administrative and other
priority liabilities.  It is unlikely that holders of  
Meris' common stock will receive any proceeds in the

PACKAGING PLUS: Files Registration Statement
Packaging Plus Services Inc. filed a Registration Statement
with the SEC.

600,000 shares of the Company's Common Stock par value
$.005 per share are being issued pursuant to a certain
Consulting Agreement by and between Universal Express, Inc.
and David Flynn, an individual.

The general nature and purpose of the Agreement is for
Flynn to provide public relations consulting services to
the company on a non-exclusive basis from time to time in a
variety of capacities. The Agreement is effective for 12
months, and can be terminated at will by either party upon
thirty (30) days prior written notice.

TRAK AUTO: Sharp Losing Streak
Trak Auto Corp. and Crown Books Corp. both announced sharp
losses yesterday as their long-term viability continues to
appear uncertain.

Trak Auto, a 177-store auto-parts chain, said its net loss
for the 13 weeks ended Aug. 1 deepened 86 percent to $1.75
million (30 cents a share) from $943,000 (16 cents) in the
comparable period last year. Sales fell 35 percent to $59.1
million from $90.5 million in the comparable quarter in

Trak attributed much of the sales drop to store closures in
Pittsburgh and the sale of its California operations. Sales
at stores open at least one year -  one of the best
measures of retail performance - dropped 5.6 percent during
the  quarter, as competitors such as Auto Zone, NAPA and
Pep Boys beefed up their  store counts in Trak's markets.

The quarterly earnings were dampened by a $2 million escrow
payment involving two class-action lawsuits earlier this
year. Two groups of employees in California sued Trak over
wage-and-hour practices, garnering a $4.5 million  

But even without the $2 million hit, Trak would have posted
a $526,000 loss for the first six months of its fiscal
year. Richfood Holdings Inc., the Richmond wholesaler that
owns Crown Books and Trak's parent company, Dart Group
Corp., has not been successful in efforts to sell  
Trak. (Washington Times; 09/17/98)                          

YAHAGI: Files For Bankruptcy
Yahagi Corp., an iron trader and software maker  
listed on the Tokyo Stock Exchange's First Section, said
Friday it has filed for bankruptcy with the Nagoya District
Court.  Yahagi said it was forced to take the legal action
to dissolve itself due to fund-raising difficulties as it
lost public confidence when it announced on Aug. 19 plans
to pull  out of the steel business. The company reports
debts of 3.6 billion yen.  The August announcement led the
Tokyo, Nagoya and Osaka stock exchanges to place Yahagi
under monitoring.

The company also cited a scandal over the distribution of
copies of Yahagi promissory notes and checks in July and
the recent issuance of promissory notes and checks by
company executives without board approval.  Yahagi
dismissed the executives, including Vice Chairman Yukio
Shimaze, on Sept. 4.

Yahagi is the fifth listed company to fail this year and
the third that is listed on the First Section of the Tokyo
Stock Exchange, according to private credit research agency
Teikoku Databank.  The Tokyo Stock Exchange said it will
delist shares in Yahagi on Oct. 3. (Kyodo News; 09/18/98)  

The Meetings, Conferences and Seminars column appears in
the TCR each Tuesday.  Submissions via e-mail to 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 Lexy Mueller, Editors.   

Copyright 1998.  All rights reserved.  ISSN 1520-9474.  
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 written permission of the

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