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T R O U B L E D   C O M P A N Y   R E P O R T E R
     
     Monday, May 10, 1999, Vol. 3, No. 89

                   Headlines

ACCESS BEYOND: Trustee Taps Pepper Hamilton
AMERICAN RICE: Operating Report for March, 1999
BMJ MEDICAL: Tap PricewaterhouseCoopers as Accountants
BROTHERS GOURMET: Seeks Extension of Exclusivity
BROTHERS GOURMET: Seeks Rejection of Certain Leases

CHALK INT'L AIRLINES: May Have Buyer
CODON PHARMACEUTICALS: Committee Taps Counsel
CROWN BOOKS: Creditors' Panel Seeks End To Exclusivity
EAGLE FINANCE: Announces Sale of Assets and Bankruptcy
FACTORY CARD OUTLET: Reports Net Loss

FAVORITE BRANDS: Meeting of Creditors
GDE: Bondholders Press GDE To Pay US$33m
GENEVA STEEL: Seeks August 2 as Bar Date
GITIC: Bank Exposure Falls Back To $6.2b                   
HOSPITAL STAFFING: Trustee To Hold Wellmark in Contempt

KIWI: Sued By Sabre
LONG JOHN: Taps Dinsmore & Shohl as Special Counsel
MOBILE ENERGY: Order Authorizes Retention of Blackburn
NEUROMEDICAL SYSTEMS: Commencement of Chapter 11
PERK DEVELOPMENT: Substantive Consolidation

PRIMARY HEALTH: Seeks Time to Assume/Reject Leases
ROOMS PLUS: Committee Taps Ravin, Greenberg & Marks
SGL CARBON: Agrees To Pay $135M Fine
SOUTHERN PACIFIC: Entry of Stipulated Order - DIP Facility
STARTER CORP: Seeks Authority To Implement Retention Plan
SUN TV: Seeks Extension To File Plan; Solicit Acceptances

                   *********

ACCESS BEYOND: Trustee Taps Pepper Hamilton
-------------------------------------------
Morton P. Levine, as Chapter 11 Trustee, seeks an order
authorizing the retention and employment of Pepper Hamilton
LLP as special counsel to the Trustee.

The Trustee seeks to employ and retain the firm to assist
the Trustee during the winding up of the Chapter 11 cases
of Access Beyond Technologies, Inc. n/k/a Hayes
Corporation(Hong Kong) Limited, et al.

The firm will be paid on an hourly basis for its services.  
The present hourly rates range from $240 per hour for a
partner to $160 per hour for an associate.


AMERICAN RICE: Operating Report for March, 1999
-----------------------------------------------
American Rice Inc. reports revenues for the month ending
March 31 of $19.6 million.  The company reported a net loss
for the month of March of $13 million compared to a net
loss of February of $458,000.


BMJ MEDICAL: Tap PricewaterhouseCoopers as Accountants
------------------------------------------------------
The debtors, BMJ Medical Management, Inc. et al. seek court
approval to retain and employ PricewaterhouseCoopers, LLP
as accountants and auditors.  The debtors have selected the
firm to audit the debtors' annual and quarterly financial
statements; render tax services; assist and consult on
accounting and financial reporting matters; attend meetings
and appearances in court and perform all accounting and
auditing services necessary.

The hourly rates for memebers of the firm range from $92
per hour to $514 per hour for partners and principals.


BROTHERS GOURMET: Seeks Extension of Exclusivity
------------------------------------------------
The debtors, Brothers Gourmet Coffees, Inc. et al. seek an
extension of the exclusive period within which they may
solicit acceptances of their plan of reorganization.

The debtors' current solicitation period expires on May 14,
1999.  The debtors assert that they have been diligent in
the case, improving business strategies and entering into a
Purchase Agreement with Procter & Gamble.  The debtors'
timetable for confirmation of the plan is delayed in order
to provide the debtors with additional time to adequately
market and sell the assets remaining after the Procter &
Gamble sale is consummated.  Once a purchaser for the
remaining assets is identified, the plan will need to be
amended.  The debtors are hopeful that with the limited
amount of additional time sought they will be successful in
achieving  confirmation of a consensual plan of
reorganization.


BROTHERS GOURMET: Seeks Rejection of Certain Leases
---------------------------------------------------
The debtors, Brothers Gourmet Coffees, Inc., et al. seek an
order approving the rejection of certain executory
contracts and approximately 19 unexpired leases of
nonresidential real property.  Following the conlcusion of
an auction for the sale of the debtor's business, an Asset
Purchase Agreement was negotiated between Procter & Gamble
and the debtor.  The executory contracts and leases that
are being rejected by this motion are unnecessary to the
debtor's business or the sale.


CHALK INT'L AIRLINES: May Have Buyer
------------------------------------
Ft. Lauderdale, Fla.'s Chalk's International Airlines,
thought to be the world's oldest continuously
operated airline, has an offer of $1 million from Miami
entrpreneur and former pilot Jim Confalone to bring the
seaplane company out of chapter 11, according to the Sun-
Sentinel.  Confalone said the $1 million amount, the
largest offer to date, would fully pay off unsecured and
secured creditors, and leave extra money to expand Chalk's
operations. "This company has a great deal of interest for
me because it has deep roots in the city of Miami, which I
love," said Confalone, who has 60 days to make his final
buying decision. The carrier's financial problems
began when its parent company, Dallas-based Air Alaska,
declared bankruptcy right before Chalk's International was
forced into involuntary bankruptcy on January 11. A hearing
is scheduled for Monday with U.S. Bankruptcy Judge Robert
C. McGuire.(ABI 07-May-99)


CODON PHARMACEUTICALS: Committee Taps Counsel
---------------------------------------------
The Committee of Unsecured Creditors seek an order
authorizing the employment and retention of Walsh, Monzack
and Monaco, PA as co-counsel for the Creditors' Committee.

The firm will attend hearings pertaining to the case,
review applications and motions, communicate with Anderson
Kill & Olick, PC, lead counsel  and communicate with the
Committee.  The firm's hourly rates range from $230 per
hour to $165 per hour.


CROWN BOOKS: Creditors' Panel Seeks End To Exclusivity
------------------------------------------------------
Crown Books Corp.'s request for an 60-day exclusivity
extension has been met with an objection from the official
creditors' committee that alleges Crown is using the
extension as a tactical device to force its reorganization
plan upon unwilling creditors. The committee is asking
the court to deny the request for an extension and,
further, to permit creditors to hire an investment banker
to market the company for sale, according to the objection.
"Debtors assert that another extension is warranted in
order to enable them to reach a consensual plan with the
creditors," argues the opposition. "What debtors fail to
mention is that this goal is all but hopeless because...the
creditors' committee unanimously rejected debtors' proposed
plan, which called for an exchange of the creditors' claims
for an equity interest in Crown coupled with releases of
significant claims that Crown has against third parties."
(The Daily Bankruptcy Review and ABI Copyright c May 7,
1999)


EAGLE FINANCE: Announces Sale of Assets and Bankruptcy
------------------------------------------------------
Eagle Finance Corp. announced that it sold all of its
operating assets (subject to certain liabilities) to
Ameristar Financial Company, L.L.C. ("Ameristar") pursuant
to an Agreement of Purchase and Sale dated as of January
15, 1999. The proceeds from the sale to Ameristar and all
of Eagle's other assets will be used by Eagle to satisfy
its outstanding obligations to creditors, including its  
obligations to the holders (the "Noteholders") of Eagle's
outstanding Rising Interest Rate Subordinated Notes due
2005 (the "Notes"). Eagle's stockholders will not receive
any proceeds from the sale or from any other distribution
to be made by Eagle.

At the time that it consummated the transaction with
Ameristar, Eagle also entered into a Settlement Agreement
(the "Settlement Agreement") with respect to its
obligations under the Notes with LaSalle National Bank, as
indenture trustee, certain Noteholders and certain other
interested parties. The Settlement Agreement provides for
payments to the Indenture Trustee of amounts that will
result in a recovery by the Noteholders of substantially
less than the total outstanding principal amount of the
Notes.

The Settlement Agreement also requires Eagle to file a
voluntary petition under Chapter 11 of the Bankruptcy
Reform Act of 1978, as amended, during the third quarter of
1999. Once the bankruptcy petition is filed,
the bankruptcy court will supervise the winding up of
Eagle's affairs (and matters incidental  thereto) and the
distribution of Eagle's remaining assets to its creditors.
It is presently anticipated that the liquidation
in bankruptcy will be undertaken  pursuant to a "pre-
packaged" plan that will be circulated among creditors for  
their approval during the second quarter of 1999. The
Noteholders have agreed to support the pre-packaged plan.


FACTORY CARD OUTLET: Reports Net Loss
-------------------------------------
Factory Card Outlet Corp. said its fiscal year net loss
ended Jan. 31 was $28.4 million, or $3.82 per share, vs.
profit of $2.2 million, or 28 cents per share for the year
ended Jan. 31, 1998. The 1999 results include a
provision of $11.3 million, or $1.52 per share, for
discontinued merchandise, and a charge of $3.6 million, or
49 cents per share from lease terminations for
new stores the company no longer plans to open. The
Naperville-based discount card retailer said paying down
debt from its previously announced Chapter 11  filing, and
closing 27 stores, will result in a charge of $8.3 million
in the  first quarter this year.  (Chicago Daily Herald-
05/05/99)


FAVORITE BRANDS: Meeting of Creditors
-------------------------------------
The debtors, Favorite Brands International Holding Corp.
and its affiliates filed a case under Chapter 11 of the
Bankrutpcyu Code on march 30, 1999.  Attorneys for the
debtors are David S. Kurtz and Gregg M. Galardi, Skadden,
Arps, Slate Meagher & Flom.

A meeting of creditors will be held on May 21, 1999 at
10:00 AM at 844 King Street, Room 2313, Wilmington,
Delaware.


GDE: Bondholders Press GDE To Pay US$33m
----------------------------------------                      
The South China Morning Post reports on May 7, 1999 that
insolvent Guangdong Enterprises (Holdings), or GDE, is
facing pressure to pay interest of about US$33 million on
two bond issues this month and next.

The SAR investment arm of the Guangdong provincial
government will have to pay about $22.18 million interest
on a $500 million issue with a coupon rate of 8.875 per
cent on May 22 and another $10.90 million on a $250 million
issue with a coupon rate of 8.75 per cent on June 15.

The company also has a $150 million floating-rate note
maturing on June 30. Analysts said there was uncertainty as
to whether GDE would be able to make the payments and
redeem the floating-rate note. One said the danger of
possible disruption to a planned restructuring of
GDE lay not in creditor banks but the holders of GDE's
public debts.

It was difficult to predict whether bondholders, which
involved a much larger number of investors than creditor
banks, would be willing to refrain from taking legal action
against GDE amid discontent over the slow progress of
restructuring.

A source close to GDE said he did not expect the company to
have problems meeting the payments, given a pledge by the
Guangdong provincial government to help GDE during the
restructuring period.

He said the $150 million floating rate note would also be
included in an informal debt-standstill arrangement.

The source did not expect bondholders to take drastic
action as liquidation would provide less return than
restructuring.  The GDE group has been in an informal
standstill with financial creditors to suspend loan
principal repayments until the completion of the
restructuring plan.


GENEVA STEEL: Seeks August 2 as Bar Date
----------------------------------------
The debtor, Geneva Steel Company seeks authorizaiton for
August 2, 1999 to be the deadline for filing proofs of
claim against the debtor.


GITIC: Bank Exposure Falls Back To $6.2b                   
----------------------------------------
The South China Morning Post reports on May 7, 1999 that
the Hong Kong banking sector's exposure to collapsed
Guangdong International Trust and Investment Corp (Gitic)
is not as high as previously thought, it was disclosed
yesterday.

The sector's direct exposure to Gitic was $6.2 billion as
of the end of last year, 11.4 per cent lower than the $7
billion reported in September.

Exposure to other international trust and investment
corporations (Itics) dropped 2 per cent to $39.6 billion
over the same period, the Hong Kong Monetary Authority
said. The sector's total exposure to non-bank mainland
entities - including red chips, H shares and other state-
owned or controlled bodies - declined by 8.6 per cent to
$297.5 billion at the end of December from $325.4 billion
in September. The reductions were due to repayments by the
institutions involved and reporting errors in the previous
survey, conducted in October, the authority said.

Of the $27.9 billion fall in total exposure, reporting
errors accounted for $9.6 billion. Analysts said the
reductions could not be viewed as an improvement in the  
situation, as it was still unclear how much banks could
expect to recover from struggling mainland institutions.

Of the Gitic exposure, $1.5 billion was owed to locally
incorporated banks, a 21.1 per cent drop from $1.9 billion
in September, the authority's figures showed.


HOSPITAL STAFFING: Trustee To Hold Wellmark in Contempt
-------------------------------------------------------
Kenneth A. Welt, acting Trustee of Hospital Staffing
Services, Inc. and its fourteen related debtor entities is
seeking an order holding Wellmark, Inc. in civil contempt
for violating the court's order.

The court entered an order granting the debtor a
preliminary injunction enjoining Wellmark from withholding
the debtor's post-petition reimbursement revenue.

The debtor requests that Wellmark be sanctioned monetarily
in at least the amount of the current hold back or withhold
penalty of $365,000. and further sanctioned an per diem
amount for each day that it continues the withhold in an
amount that conveys to it the seriousness of having first
violated the automatic stay provisions, having been advised
by court order that its conduct violated the automatic
stay.


KIWI: Sued By Sabre
-------------------
The Baltimore Sun reports on May 6, 1999 that Sabre Airways
Ltd. has sued the owner of Kiwi International Air Lines for
more than $1 million in damages to a jet it had leased to
the discount carrier.

The British company said Baltimore surgeon Dr. Charles
Edwards had guaranteed the aircraft's safety when he
persuaded the company to extend the jet's lease in
December. But one of the aircraft's three engines failed
Feb. 12 when it was in the Virgin Islands, said the
lawsuit, filed in U.S. District Court in Newark.
Using two remaining engines, pilots flew the jet to Miami.

Florida authorities have since placed a lien against the
plane for storage and landing fees.

Kiwi spokesman Rob Kulat said the plane's engine failed
when it was on the ground and that passengers were never in
danger. He referred comment on the lawsuit to Edwards, who
did not return a call yesterday.

Sabre leased the Boeing 727 jet to Kiwi from September 1997
to August 1998, and extended the lease four times, the
lawsuit said. The suit seeks the cost of repairing or
replacing the engine, which Sabre says could be $1.1
million, plus unspecified damages.

Kiwi has been grounded since March 24, a day after the
carrier entered bankruptcy for the second time in its
seven-year history. The Federal Aviation Administration
pulled Kiwi's license, asserting that the carrier was
unable to  fly its six-city schedule safely.

On Monday, a bankruptcy judge approved a deal with the FAA
that allows the Newark-based carrier to reapply for its
flight certificate and avoid fines.


LONG JOHN: Taps Dinsmore & Shohl as Special Counsel
---------------------------------------------------
The debtors, Long John Silver's Restaurants, Inc., et al.
seek to employ the law firm of Dinsmore & Shohl as special
counsel.  As special counsel the role of the firm will be
limited to reviewing, objecting to, litigating and or
settling outstanding claims against the debtors pursuant to
an alternative dispute resolution process to be brought
before the Bankruptcy Court.


MOBILE ENERGY: Order Authorizes Retention of Blackburn
------------------------------------------------------
The US Bankruptcy Court entered an order authorizing the
employment and retention of Thomas Blackburn, as litigation
support/expert witness for the debtors.


NEUROMEDICAL SYSTEMS: Commencement of Chapter 11
------------------------------------------------
A petition for reorganization under Chapter 11 was filed by
Neuromedical Systems, Inc. on March 26, 1999.

"A meeting of creditors and equity security holders has
been called by the Office of the US Trustee and is
scheduled for May 21, 1999 at 11:00 AM, 844 King street,
Room 2313, Wilmington, Delaware.


PERK DEVELOPMENT: Substantive Consolidation
--------------------------------------------
The debtors, Perk Develo0pment Corporation and Brambury
Asssociaters filed a motion for substantive consolidation
of their bankruptcy estates.  The plan of reorganization
for Perk Development and Brambury Associates provides for
and is predicated upon the substantive consolidation of the
estates.  The debtors state that the majority of the
creditors dealt with Perk and Brambury as if they were a
single economic unit and did not rely on their separate
corporate identities in extending credit.

The debtors shared one place of business, operated from one
bank account and by one accounting department.  The affairs
of the debtors are so entangled that they claim that it
would be difficult if not impossible to separate them, and
if accomplished, it would be costly and time consuming to
the estates.


PRIMARY HEALTH: Seeks Time to Assume/Reject Leases
--------------------------------------------------
The debtors, Primary Health Systems, Inc. and its debtor
affiliates seek an extension of time to assume or reject
unexpired leases of nonresidential real property.  The
debtors seek an extension of 120 days through and including
September 13, 1999.

The debtors relate that the Chapter 11 cases have placed
extraordinary demands on the debtors' management.  The
debtors' management has expended significant time
negotiating the terms of its post-petition financing and
preparing extensive cash flow projections and schedules.  
Management has focused on stabilizing the debtors' business
operations.  

Therefore, the debtors have not had a chance to evaluate
the remaining leases.  Since the commencement date, the
debtors have filed motions to reject approximately 6 leases
relating to office space.  The remaining leases are closely
entwined with the debtors' relationship with the public,
and as a health care services company the success and
viability of the business also depends on the high morale
and loyalty of the physicians.


ROOMS PLUS: Committee Taps Ravin, Greenberg & Marks
---------------------------------------------------
The Official Committee of Unsecured Creditors of Rooms Plus
retained the firm of Ravin, Greenberg & Marks as attorneys
to the Committee.  Attorneys fo the firm charge a present
hourly rate ranging from $385 per hour to $165 per hour.


SGL CARBON: Agrees To Pay $135M Fine
------------------------------------
The Roanoke Times World News reports on May 6, 1999 thjat
the world's largest producer of graphite and carbon
products has agreed to pay a record $135 million fine and
plead guilty to scheming with competitors to fix prices and
divide the world market among them, federal  
officials said.

SGL Carbon Aktiengesellschaft, headquartered in Wiesbaden,
Germany, is the fourth company the Justice Department has
charged with scheming in a cartel.

Robert Koehler, SGL Carbon's chief executive officer, also
has agreed to pay $10 million, the largest antitrust fine
against an individual, according to papers filed in U.S.
District Court in Philadelphia.

The scheme, from 1992 until 1997, forced steelmakers to pay
higher, noncompetitive prices to manufacture consumer
items, the Justice Department said Tuesday. The government
charged that SGL Carbon and its co-conspirators  
used code names and met in the Far East, Europe and the
United States to rig the price and production volume of
graphite electrodes.

SGL Carbon agreed to pay the fine "to resolve the issue and
avoid potentially lengthy litigation," a company spokesman
in Germany said. The cartel companies produce graphite
electrodes for a fast- growing segment of the steel
industry - mini-mills - that now account for half of U.S.
steel production, the Justice Department said.


SOUTHERN PACIFIC: Entry of Stipulated Order - DIP Facility
----------------------------------------------------------
The US Bankruptcy Court for the District of Oregon entered
an or approving the DIP/Bridge Facility (Goldman, Sachs &
Co.)  The purchase price to be specified in the
Confirmation shall be $33,230,527 plus interest of
approximately $9,500 per day for each day that the Purchase
Date is delayed after May 5, 1999.


STARTER CORP: Seeks Authority To Implement Retention Plan
---------------------------------------------------------
Starter Corporation, et al. seeks court authority to adopt
and implement a Retention Incentive Plan for certain key
executives and employees of the debtors.  A hearing will be
held on May 13, 1999 rather than May 21, 1999 as the
debtors feel that it is imperative to retain certain key
personnel in the face of mounting attrition and to maintain
the 8% commission rate adopted by the debtors for their
independent sales representative.


SUN TV: Seeks Extension To File Plan; Solicit Acceptances
---------------------------------------------------------
Sun TV and Appliances, Inc. and Sun Television and
Appliances, Inc. seek an order granting an extension of
periods to file a plan of liquidation and solicit
acceptances thereto.

The current periods do not afford Sun TV adequate time to
complete the drafting, circulation, negotiation and
finalization of a plan of liquidation that will provide for
the distribution of the cash proceeds received from the
sale of its remaining assets.  Sun TV is still in the
process of completing its analysis of potentially
preferential transfers that could be the source of
additional funds.  Furthermore, Sun TV has received nearly
25,000 proofs of claims that must be completed prior to the
finalization of the plan.

Sun TV is seeking an extension of 60 days, through and
including June 30, 1999, and the Solicitation period
through and including August 31, 1999.  The process of
closing its remaining stores and liquidating its remaining
business has been time consuming.  Sun TV has already
undertaken to liquidate its asserts often in conjunction
with the Creditors' Committee.  The only remaining
consideration for the plan is the distribution of the
proceeds for which no competing plan would likely provide a
substantially different or better mechanism.

                   *********

The Meetings, Conferences and Seminars column appears in
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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.,
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Debra Brennan and Lexy Mueller, Editors. Copyright 1999.  
All rights reserved.  ISSN 1520-9474.  

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