TCR_Public/990122.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
    Friday, January 22, 1999, Vol. 3, No. 15


AMERITRUCK: Bankruptcy Services Is Claims Administrator
AMERITRUCK: Master Lease Agreement Authorized
AMPACE CORP: Bankruptcy Filed After De-Listing
AMPACE CORP: To Hire Special Securities Law Counsel
BARNEY'S INC: Administrative Expense Deadline Re-Set

BIG RIVERS: Notice of Appeal
CROWLEY'S: Announces Losses and Considers Bankruptcy
DOW CORNING: Panel Calls Plan Criticism "Premature"
FINE HOST: General Bar Date Set - February 16, 1999
FINE HOST: Hearing To Consider Disclosure Statement

FPA MEDICAL: Seeks To Hire Furniture Liquidator
GULFSTAR INDUSTRIES: Name Change and Reorganization
INTERNATIONAL WIRELESS: Objects To Appointment of Examiner
LAMONTS APPAREL: Adopts Stockholder Rights Plan
MOBILEMEDIA: Who Does New Generation Represent?

MOTORCAR PARTS: Registers Additional Shares
PHYSICIANS RESOURCE: Continues Discussions With NationsBank
POCKET COMMUNICATIONS: Settlement and Compromise
ROCKY POINT: Owners of Amusement Park Seek Liquidation
SCHWEITZER MOUNTAIN: Lawyers' Fees Cut By Court

SOLO SERVE: Files Chapter 11 Petition
SYQUEST TECHNOLOGY: Taps Lyon & Lyon, Special Counsel
DLS CAPITAL PARTNERS: Bond Pricing For Week of January 18


AMERITRUCK: Bankruptcy Services Is Claims Administrator
By court order entered January 8, 1999 by The Honorable
Harold C. Abramson, U.S. Bankruptcy Judge, Bankruptcy
Services LLC is appointed by the court as the Official
Claims administrator in the case of Ameritruck Distribution
Corp., et al.

AMERITRUCK: Master Lease Agreement Authorized
The court authorized the debtors, Ameritruck Distribution
Corp., et al., to assume the Mster Lease Agreement with
Transamerica Business Credit Corporation.

AMPACE CORP: Bankruptcy Files De-Listing
The publicly traded Knoxville trucking company filed for
bankruptcy protection after being delisted by the NASDAQ
stock market.

Ampace Corp. filed for Chapter 11 bankruptcy protection in
Delaware last month and has been put up for sale, the
company's chief executive officer said.

"Ampace needed time to either complete negotiations with
buyers interested in purchasing a substantial portion of
the company's assets or participating in restructure of the
company's business," said David Freeman, Ampace CEO.

NASDAQ notified Ampace in October that the company was
being removed from the national stock market because it no
longer met requirements for listing, including minimum
market value of outstanding shares and minimum levels for  
asset value, market capitalization, revenues and bid price.
Ampace was also denied listing under NASDAQ's Small Cap

On Nov. 13, Ampace Chairman John LeBouton resigned from the
company's board of directors, citing personal reasons.
Board member Mike Crabtree, who is chairman and chief
operating officer of Knoxville-based U.S. Internet Inc.,  
resigned from the board of directors the same day, citing
personal reasons, too.

Also on that day, Ampace announced that continued losses in
its furniture hauling operations forced the company to
close its Asheboro, N.C., facility and lay off about 20

Ampace went public in 1995 and had been growing through
acquisitions. In mid-1998, the Knoxville company announced
a restructuring plan that resulted in the sale of two
divisions and the shutdown of its Asheboro facility. The
company is  looking to sell its Calhoun, Ga., trucking
business that serves the carpet industry and one in Monroe,
La., servicing the paper and automotive industries.

Other Ampace facilities are in Morristown; Columbus, Ohio;
Orlando, Fla.; and Atlanta. Freeman said a sale of Ampace's
assets or a restructuring could be completed early this
year. (Copyright Knoxville News - 01/10/99)

AMPACE CORP: To Hire Special Securities Law Counsel
Ampace Corporation and Ampace Freightlines, Inc. seek entry
of an order authorizing the debtors to retain and employ
Baker, Donelson, Bearman & Caldwell s their special
securities law counsel.

The debtors seek to employ the firm to provide advice with
respect to general securities law matters.  The firm will
assist the debtors with the preparation and filing of SEC
reports, they will provide general advice with respect to
SEC disclosure issues and investor requirements, they will
provide legal advice with respect to general state and
federal securities law matters relating to the debtors,
their operations and their assets.  The debtors will pay
the attorneys hourly rates ranging from $100 per hour to
$210 per hour.

BARNEY'S INC: Administrative Expense Deadline Re-Set
By notice published in The Wall Street Journal of January
15, 1999 Barney's Inc. advises that the Administrative
Expense Claim Deadline has been reset from January 11, 1999
to January 22, 1999.

BIG RIVERS: Notice of New Appeal
PacifiCorp Kentucky Energy Corporation and PacifiCorp Power
Marketing, Inc.("PPM") appeal to the U.S. Court of Appeals
for the Sixth Circuit from an adverse decision rendered in
a Memorandum Opinion entered on December 15, 1998 by the
Honorable Joseph H. McKinley, Jr., Judge of U.S. District
Court for the Western District of Kentucky.  

The District Court affirmed the bankruptcy court's
disallowance of the Pacificorp Entities' Proof of Claims
numbers 133 and 135. In claim 133 PPM seeks to recover
certain costs as an administrative expense.  The Pacificorp
Entities claim asserts that its activities substantially
contributed to the resolution of the bankruptcy case so as
to warrant a recovery of such costs as an administrative
expense under a theory of "substantial contribution". Claim
135 was filed by the Pacificorp Entities, wherein they
sought to recover $25 million as the loss of the benefit of
the bargain on the Omnibus Agreement. They argue that the
Omnibus Agreement was an executory contract that Big Rivers
neither expressly accepted nor rejected.

PPM states that its efforts (Claim 133) fostered and
enhanced the Big Rivers estate. Big Rivers argues that the
administrative expenses cannot be allowed because they were
incurred by the Pacificorp Entities in pursuing their own
self interest, and that no causal connection exists between
the enhanced value of the estate and the Pacificorp
Entities' actions.  

The bankruptcy court determined that the estate gained no
benefit from any of the efforts of the Pacificorp Entities.  
The District Court states that self-interest is not a
complete bar to a substantial contribution claim. However,
the District Court believes that a party's self-interest is
a factor to consider in the determining whether the party
made a substantial contribution to the estate.  The
District Court states that the Pacificorp Entities were
clearly motivated by their own self-interested business
purposes in engaging in such actions.  Their actions were
designed solely to increase the economic position of PKED,
a PPM subsidiary corporation, and lacked any motivation,
benefit or increase to the bankruptcy estate. The District
Court also states that the Pacificorp Entities' argument
that the bankruptcy court implicitly recognized that it
made a substantial contribution to the bankruptcy estate by
basing the auction on the Omnibus Agreement and granting
PKEC a $10 million cushion is equally without merit.

The District Court also confirmed the bankruptcy court's
order disallowing PKEC's claim (Claim 135) for the loss of
its benefit of the bargain under the Omnibus Agreement.  
The bankruptcy court held that the Omnibus Agreement was
not an executory contract because both parties' performance
was conditional on the approval of the bankruptcy court.  
The bankruptcy court said that Big Rivers had no obligation
under the Agreement until the court approved the
transaction.  Both parties were relieved of their
obligations under the contract for failure of a condition
precedent.  The bankruptcy court held that the agreement
was void as a violation of public policy.  The District
court also believes that the Omnibus Agreement was void as
a violation of public policy and with that finding found it
unnecessary to comment further.  The District Court agreed
with the bankruptcy court that the No Shop Clause
interfered with Big Rivers' fiduciary duty to maximize the
value of the estate to all its creditors, and that this
claim too was rightly denied by the Bankruptcy Court.

CROWLEY'S: Announces Losses and Considers Bankruptcy
Crowley, Milner and Company(Amex: COM) announced on January
21, 1999 that it expects to incur a net loss for the fourth  
quarter ending January 30, 1999, in excess of $3.0 million,
and that this will reduce the Company's consolidated
shareholders' equity to under $3.0 million, thereby causing
a default under its financing arrangements with The
Economic  Development Corporation of the City of Detroit
relating to its downtown Detroit  headquarters and
distribution center, which in turn will give
rise to an event  of default under Crowley's secured loan
facility with Congress Financial.   Crowley's does not
expect that Congress Financial will accelerate the  
indebtedness under this secured loan facility, which is
approximately $25  million, pending completion of the
Company's evaluation of alternatives.  The Company has
commenced clearance sales at its Steinbach Stores, and has
given  layoff notices to approximately 170 employees at its
corporate headquarters and  distribution center.

Crowley's also announced that two directors, Julius Pallone
and Paul Rentenbach, have resigned, leaving three remaining
directors of the Company. In light of Crowley's financial
condition, the Company's Board of Directors has  
authorized Lance Wimmer, President of Crowley's, to explore
alternatives for maximizing the value of the Company's
assets and the Company has engaged financial and legal
advisors to assist it in evaluating alternatives.  In  
particular, the Company is negotiating with Value City
Department Stores, Inc. regarding a proposal to acquire and
operate five Crowley's stores in Michigan and three
Steinbach stores, one in New Jersey and two in Connecticut.  
Mr. Wimmer is also engaged in preliminary discussions with
various other retailers who have expressed an interest in
acquiring some of the other Crowley's and Steinbach stores.  
Among the alternatives being considered is an orderly sale  
of the Company's assets under Chapter 11 of the United
States Bankruptcy Code.  Crowley's currently expects to
reach an arrangement with Congress Financial to provide
financing in connection with any such Chapter 11 case.

Mr. Wimmer stated that "Based on our preliminary
discussions with other interested retailers, I expect that
we will receive one or more offers to support an orderly
sale of the Company's assets, in addition to the Value City  
offer.  However, our current analysis indicates that even
if Crowley's is successful in liquidating its inventories
in an orderly fashion and selling its other assets, there
will not be any remaining value for shareholders."

In addition, the American Stock Exchange has informed the
Company that it fails to meet the Amex's requirements for
continued listing of it's stock, and the Company has
consented to having its common stock de-listed.  The
Company has also been informed by the Amex that the trading
halt in its common stock will not be lifted.

DOW CORNING: Panel Calls Plan Criticism "Premature"
Defending their joint reorganization plan in the wake of
numerous objections, Dow Corning Corp. and the tort
claimants' committee told the court that it "should be
encouraged that the objections, while numerous, raise
issues that may be addressed in due course without
sidetracking the Plan process." Objections which isolate
and then criticize individual threads of the plan's
"tightly woven fabric" are premature in the context of
tomorrow's disclosure statement hearing and should instead
be addressed at confirmation, Dow Corning and the tort
claimants' committee said in a recent filing. As
widely reported, the former silicone implant manufacturer
and the tort claimants' committee reached agreement on a
$3.172 billion settlement that forms the cornerstone of
their joint plan. The plan has come under attack by
numerous parties including insurance companies,
international personal injury litigants, Canadian
provinces, doctors, the United States and the official
committee of unsecured creditors, also known as the
commercial committee.  (The Daily Bankruptcy Review and ABI
Copyright c January 21, 1999)

FINE HOST: General Bar Date Set - February 16, 1999
Fine Host Corporation, debtor, published a notice in The
Wall Street Journal of January 15, 1999 that the court
entered an order establishing February 16, 1999 at 5:00 PM
EST as the last date and time for the filing of proofs of
claim against the debtor.

FINE HOST: Hearing To Consider Disclosure Statement
Fine Host Corporation, debtor, published a notice in The
Wall Street Journal of January 15, 1999 that a hearing to
consider approval of the Disclosure Statement, Solicitation
procedures and certain voting procedures will take place on
February 25, 1999 before the Honorable Peter J. Walsh, U.S.
Bankruptcy Judge, U.S. Bankruptcy court for the District of
Delaware 824 Market Street, sixth Floor, Wilmington,
Delaware 19801.  Objections and proposed amendments to the
Disclosure Statement must made in writing by 4:00 PM on
February 17, 1999.

FPA MEDICAL: Seeks To Hire Furniture Liquidator
FPA Medical Management Inc. is seeking approval to retain
National Content Liquidators Inc. ("NCL") to dispose of
certain furniture, fixtures and equipment as well as
appraise other items for auction. "As part of the Debtors'
restructuring, the Debtors have shut down many of their
operating facilities, and, as a result, the Debtors
currently possess extraneous furniture, fixtures, and
equipment from these locations," the physician management
company explained in a recent motion. FPA and its financial
advisor Arthur Andersen LLP contacted various liquidators
regarding the assignment, however "[m]ost of the fourteen
firms that the Debtors contacted were either uninterested
in performing the services requested by the Debtors or
unable to offer rates competitive with those offered by
NCL," according to the filing. (The Daily Bankruptcy Review
Copyright and ABI c January 21, 1999)

GULFSTAR INDUSTRIES: Name Change and Reorganization
Media Vision Productions Inc. (Nasdaq OTC BB:MVPI)
announced Thursday its official name change from Gulfstar
Industries Inc. (GFSR) (Nasdaq OTC BB:GFSR).

GFSR had primarily been a holding company in the past for
two operational subsidiaries, Tier Environmental Services
Inc. (TIER) and Plant Technical Services Inc. (PTS).

Due to environmental regulation changes and changes in the
Florida Reimbursement Plan, GFSR sought protection under
the Federal Bankruptcy Act with a plan of Reorganization
during the last two years.

After a successful completion of its reorganization, as
approved by its creditors, GFSR has emerged from the
Bankruptcy and on Dec. 29, 1998, the company effectively
changed its name and confirmed a 25:1 reverse split of
its  stock, as called for in the plan of reorganization.

The company has changed its name to reflect the new
direction it intends to pursue in the electronic media

The company will utilize the influences of television
programming to generate direct response sales and license
recognition for proprietary products that will then be sold
through the internet and conventional retail stores.

The new board of directors of the company has extensive
experience in the entertainment television and electronic
retailing industries. President, Gary A. Goodell has over
20 years of marketing and promotion experience in the music
industry for clients that included MCA, Capital, Columbia
and Warner Brothers. He is joined on the board by C.E.O.
John P. Sgarlat and Executive Vice President William H.
Campbell, who were the founders of National Media Corp., a
corporation which they took from bankruptcy and built into
a 300 million  revenue, New York Stock Exchange company.

INTERNATIONAL WIRELESS: Objects To Appointment of Examiner
The debtors, International Wireless Communications
Holdings, inc., and its debtor affiliates objet to the
motion of BTFIC Foreign Investment Corporation for
appointment of an examiner.

The debtors states that there is no basis for the
appointment of an examiner in these cases.  The debtors
state that there was no fraud or dishonesty or
mismanagement with regard to the sales of certain of the
companies' foreign subsidiaries..  Sale proceeds, including
proceeds from certain RMDA subsidiary sales were used in
furtherance of all of the debtors' operations.  BTFIC did
not have a security interest in the proceeds of the RMDA
sales.  The debtors state that they had no choice but to
protect their investments in Pakistan, rather than satisfy
BTFIC's one demand - for payment of overdue interest on its
loan.  Since BTFIC was well secured, and since a forfeiture
of one of the debtors' core assets in Pakistan would result
in tremendous detriment to all of the debtors' other
creditors, the debtors' use of the sale proceeds to
preserve the Pakistan investment constituted an appropriate
exercise of the debtors' fiduciary duties.  

The debtors claim that there was nothing sinister about
their conduct and that there are no dark secrets to unveil
regarding their pre-petition activities.  The debtors claim
that they transferred funds from one debtor to another as
an intercompany loan; and that the intercompany loan did
not render RMDA insolvent.  The debtors' plan is scheduled
for confirmation on January 27, 1999 providing for payment
of the full value of BTFIC's claim.  "BTFIC has nothing to
gain by its motion, other than perhaps some perceived hold-
up value in delaying confirmation.

LAMONTS APPAREL: Adopts Stockholder Rights Plan
The Board of Directors of Lamonts Apparel, Inc. has adopted
a Stockholder Rights Plan.  In connection with the adoption
of the Stockholder Rights Plan, the Board has declared a
dividend distribution of one preferred share purchase right
for each outstanding share of Common Stock, par value $.01
per share of the Corporation.  The dividend is payable to
the stockholders of record on January 22, 1999 with respect
to shares of Common Stock issued thereafter until the
Distribution Date and, in certain circumstances, with
respect to shares of Common Stock issued after the
Distribution Date.  Except as set forth below, each Right,
when it becomes exercisable, entitles the registered holder
to purchase from the Corporation one one-thousandth of a
share of Series RP Preferred Stock of the Corporation, $.01
par value per share, at a price of $6 per one one-
thousandth of a share of Preferred Stock, subject to
adjustment.  The description and terms of the Rights are
set forth in a Rights Agreement between the Corporation and
Norwest Bank Minnesota, N.A., as Rights Agent, dated as of
January 12, 1999.

A full-text copy of the filing is available via the
Internet at:

MOBILEMEDIA: Who Does New Generation Represent?
The Official Committee of Unsecured Creditors of
MobileMedia Communications, Inc., et al., moves the court
entry of an order requiring New Generation Advisors, Inc.
to comply with the provisions of Federal Rule of Bankruptcy
Procedure 2019.

the Committee states that New Generation is opposed to the
proposed merger with arch Communications, Inc. The
Committee states hat by press release New Generation
announced that it "represents" a group of MobileMedia
bondholders in opposition to the plan.  New Generation sent
a letter to competitors of MobileMedia stating that  it
represents a group of MobileMedia bondholders with claims
aggregating $160 million.  "In light of New Generation's
highly public efforts to impact the likelihood of plan
confirmation... New Generation cannot be allowed to
announce to the world that it "represents" other creditors
and yet refuse to abide by the provisions of Rule 2019."  
Thus the Committee requests that the Court
require New Generation to file a Rule 2019 verified
statement immediately.

Moreover, the Committee argues, if New Generation's rule
2019 disclosure shows that it does not, in fact, represent
at least $160 million face amount of Mobile Media
creditors, New Generation should be required to issue a
public press release and send a letter to all entities that
received the Solicitation Letter, setting forth precise
information regarding who it does and does not represent.

MOTORCAR PARTS: Registers Additional Shares
Motorcar Parts & Accessories Inc. filed a FORM S-8                             
REGISTRATION STATEMENT with the SEC, relating to the
registration of an additional 240,000 shares Common
Stock, par value $.01 per share of  Motorcar  Parts &
Accessories, Inc., which may be issued under the company's
1994 Stock Option Plan. The proposed maximum offering price
per share is $11.56 and the proposed maximum aggregate
offering price is $2,774,400.

PHYSICIANS RESOURCE: Continues Discussions With NationsBank
Physicians Resource Group, Inc. (NYSE:PRG) announced on
January 12, 1999 that the time period has expired during
which NationsBank had agreed not to take any action with
respect to its $9.5 million loan to the Company due
December 31, 1998 that is in default.  The Company
continues to conduct discussions with NationsBank and the
individual guarantors of the NationsBank loan with the goal
of obtaining an acceptable arrangement to permit
the Company to pursue its restructuring.  However, no
assurance can be provided that NationsBank will not take
action to enforce fully its rights under its loan
agreement with the Company.

PRG is a provider of physician practice management services
to eye care practices and operates ambulatory surgery

POCKET COMMUNICATIONS: Settlement and Compromise
Upon the joint motion of Pocket Communications, Inc., DCR
PCS, Inc., the Official Committee of Unsecured Creditors,
and the Lenders, Pacific Eagle Investments, Ltd., Pacific
Eagle Investment (L) Limited, Masa Telecom Asia Investment
Pte. Ltd, Ericsson Inc. and Siemens Information and
Communication Networks, Inc., the parties seek court
approval of a certain settlement and compromise by

The stipulation provides for vacating the Election Order,
nullifying the election and lifting the automatic stay to
permit the FCC to cancel the elected licenses.

The debtors will assign to the Buyers (the Lenders plus
Masa Telecom, Inc., Kimbaco Limited and L.C. Chan) any and
all claims, causes of action and rights of recovery under
Chapter 5 of the Bankruptcy Code.

The Lenders will allocate $600,000 to purchase Agreed
Priority Claims and Agreed Unsecured Claims on a pro rata

The Lenders, on a periodic basis, will deposit the funds to
be used for purchase of the claims into escrow accounts.

The lenders will purchase agreed administrative claims at a
discount for an aggregate of $2.9 million.

The lenders will waive the purchased claims against the
debtors' estates.

Prepetition advances by Pocket to DCR will be characterized
as capital contributions and not intercompany loans.

The debtor believes that the benefits of this agreement
clearly outweigh those of the election.  There is certainty
and prompt payments to creditors, the debtor is not forced
to search for buyers for the Elected Licenses at uncertain
prices, the debtor avoids the cost of litigation and
preserves all possible rights in the fraudulent conveyance
claims, and maximizes value for all creditors.

The Settlement provides that, if all creditors tender their
claims for purchase, the Lenders agree to waive claims
aggregating more than $46 million against the states in
consideration for an assignment of the avoidance actions.  

Compelling business reasons exist to justify the sale of
the avoidance actions outside of a plan.  The debtors state
that the proposed sale is the only viable alternative for
the debtors to salvage any real value for creditors.

ROCKY POINT: Owners of Amusement Park Seek Liquidation
A majority owner of Warwick, R.I.-based Rocky Point
Amusement Park last week filed chapter 7 and asked the
bankruptcy court to supervise the liquidation of the park's
last remaining asset: 124 acres of prime real estate on the
east shore of the Warwick Neck peninsula, The Providence
Journal-Bulletin reported. Financier Arnold Kilberg filed
the chapter 7 petition less than three year's after the
court reorganized the property's ownership under the name
CR Amusements LLC. Kilberg's company owns 51 percent as a
result of that action, and a group of Massachusetts
inventors own the remaining 49 percent. The park has not
operated as an amusement park since 1995, and the
rides were sold at auction two years ago. Kilberg
reportedly wants to develop the property for housing. He
and the other owners are not in agreement.

SCHWEITZER MOUNTAIN: Lawyers' Fees Cut By Court
As reported in the Spokesman Review on January 17, 1999,
lawyers for former Schweitzer Mountain Resort owners Bobbie
Huegenin and Jean Brown will only get a fraction of the
attorneys fees they've requested from U.S. Bankruptcy

In a frank and sometimes scathing ruling, Judge Jim D.
Pappas recently decided that the attorneys don't deserve
even half the money they've requested.  Altogether, the
court authorized that the attorneys, from three separate
firms, would be compensated $244,149 for their work on
behalf of Huegenin and Brown. That's a 54 percent cut from
the $532,795 the attorneys billed.

Taking the biggest cut was Goldstein & Monello, P.C. of
Boston, which was the debtors' lead counsel in the
Schweitzer Mountain bankruptcy case. The
firm  had petitioned the court for $420,720 in compensation
and $39,191 in expenses.

Because Huegenin and Brown were unable to pay their debts,
the attorneys were attempting to be compensated from the
sale of the company's assets - money that's intended to pay
back the resort's many creditors.

Pappas ruled that Goldstein & Monello's hourly rate, $350
for partners and $200 for less experienced associates, was

In a stab at the East Coast attorneys, Pappas wrote, "Some
of the most effective and persuasive advocacy for the
debtors observed by the Court in these cases came from its
Idaho lawyer, Mr. (Kim) Trout, who indicates his fees
should be worth $125 per hour."

Pappas described the reorganization plans as "hypothetical
reorganizations at best, and strategic gamesmanship at

"To the court, much of this litigation seems somewhat
pointless and has increased the costs to the parties of
these  proceedings," Pappas wrote. "The debtors' struggle
to stave off liquidation accomplished little, save
increased expenses."

Pappas also criticized the lead counsel's decision to file
the bankruptcy  proceedings in Eastern Washington, which
required the services of a Washington attorney. That
attorney continued to bill for his time after the venue was  
changed to Idaho, and Pappas refused to reimburse those

Meanwhile, the assets continue to be sold off. The resort
was sold to U.S. Bank on an $18 million credit bid in early
December, and the bank turned around and sold it to Harbor
Properties for nearly the same amount, according to  
sources close to the sale.  (Copyright 1999 Cowles
Publishing Company -Spokesman Review-01/17/99)

SOLO SERVE: Files Chapter 11 Petition
Solo Serve Corporation announced on January 20, 1999 that
it had filed a Chapter 11 case under the United States
Bankruptcy Code.

The case is pending as Case No. 99-50272-C in the United
States Bankruptcy Court for the Western District of Texas,
San Antonio Division. Among the pleadings filed with the
Court were a motion seeking approval of an interim
debtor-in-possession financing facility with the Company's
existing senior lender and a motion seeking approval of an
Agency Agreement between the Company and a joint venture
comprised of Hilco Trading Co., Inc., Garcel, Inc. and  
Nassi Group, L.L.C., providing for the immediate
liquidation of inventory in ten of the Company's thirty

The stores to be closed consist of all of the Company's
Louisiana stores and  four Texas stores, two in San Antonio
and one each in Kingsville and San Angelo. Proceeds from
the inventory liquidation in these stores will be applied
to reduce the amount owed to the Company's senior lender.

The Company and its financial advisors are continuing to
evaluate alternatives with regard to the Company's
remaining stores. Those alternatives include a  
possible transaction resulting in continued operation of
the stores under restructured ownership or a liquidation of
the inventory in the stores followed by a closing of the
stores. While discussions are continuing with parties  
interested in acquiring the remaining stores and operating
them on an on-going basis, no definitive proposals have as
yet been received by the Company. Of the remaining twenty
stores, ten are located in San Antonio, four in
Texas/Mexico border communities, two each in Corpus Christi
and Austin and one each in Brownwood and Athens, Texas.

The Company expects to make a decision with regard to the
remaining twenty stores on or before Jan. 29, 1999, and has
an option under the Agency Agreement to require
Hilco/Garcel/Nassi to liquidate the inventory in those
stores if the Company so chooses and notifies
Hilco/Garcel/Nassi on or before that date.

Parties interested in receiving additional information
regarding these stores should contact Gregory Boyer at
Conway, Del Genio, Gries & Co., LLC, 212/813-

Copies of the bankruptcy petition and other pleadings may
be obtained by contacting the Office of the Clerk of the
United States Bankruptcy Court for the Western District of
Texas, San Antonio Division, 615 E. Houston Street, San  
Antonio, Texas 78205, 210/472-6720.

SYQUEST TECHNOLOGY: Taps Lyon & Lyon, Special Counsel
The debtor, SyQuest Technology, Inc., seeks to employ the
firm of Lyon & Lyon, LLP as special counsel during the
pendency of this chapter 11 case.  During this case Syquest
will require the services of special counsel to prosecute
patent and trademark applications, to provide counsel
relating to inquiries of, and actions taken by, the U.S.
Patent Office and facilitate the application process and to
assist in preparation of required applications and forms to
the extent such applications and forms are required.  
SyQuest has agreed to pay the firm its standard hourly fees
for legal services.  In the one year period preceding the
commencement of this case, Lyon received payment on
attorneys fees and costs incurred on behalf of SyQuest in
the amount of $195,895.

DLS CAPITAL PARTNERS: Bond Pricing For Week of January 18
Following are indicated prices for selected issues:

Acme Metal 10 7/8 '07                14 - 18 (f)
Amer Pad & Paper 13 '05              60 - 62
Amresco 9 7/8 '05                    79 - 81
Atel 0/14 1/2 '04                    13 - 16
Asia Pulp & Paper 11 3/4 '05         61 - 63
Boston Chicken 7 3/4 '05              4 - 5 (f)
Brazos 10 1/2 '07                     6 - 8 (f)
Brunos 10 1/2 '05                    11 - 14 (f)
Cityscape 12 3/4 '04                 14 - 16 (f)
E & S Holdings 10 3/8 '06            44 - 48
Globalstar 11 1/4 '04                76  - 77
Geneva Steel 11 18 '01               18 - 20 (f)
Goss Graphic 12 '06                  62 - 65
Hechinger 9.45 '12                   57 - 62
Hills 12 1/2 '02                     96 - 97
Mobilemedia 9 3/8 '07                12 - 14 (f)
Penn Traffic 8 5/8 '03               46 - 48 (f)
Planet Hollywood 12 '05              36 - 39
Royal Oak 12 3/4 '06                 40 - 45 (f)
Samsonite 10 3/4 '08                 81 - 85
Service Merchandise 9 '04            28 - 32 (f)
Sunbeam 0 '18                        12 - 13
Trism 10 3/4 '00                     48 - 52
Trump Castle 11 3/4 '05              83 - 85
Zenith 6 1/4 '11                     16 - 18 (f)


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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

Information contained herein is obtained from sources
believed to be reliable, but is not guaranteed.   
The TCR subscription rate is $575 for six months delivered
via e-mail. Additional e-mail subscriptions for members of
the same firm for the term of the initial subscription or
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information, contact Christopher Beard at 301/951-6400.  
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