TCR_Public/990604.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, June 4, 1999, Vol. 3, No. 107

                      Headlines

AMERICAN GAMING: Reorganization Or Liquidation Looms On The Horizon
AMGAM ASSOCIATES: Hearing on Disclosure statement and Plan
APOGEE ENTERPRISES: Sells Harmon Ltd./Curtainwall & Window Systems
BELDEN & BLAKE: Target Oilfield Stock Sold, Co. Revenues Down
BRAZOS SPORTSWEAR: Red Oak Sale

BRAZOS SPORTSWEAR: Seeks Order Establishing June 18 as Bar Date
CENTENNIAL CELLULAR: Sale Of Senior Notes Pending
CFS: Files Proposal to Sell Fixed Assets   
DIXONS US HOLDINGS: Seeks Extension to File Disclosure Statement
FACTORY CARD: Seeks Authority To Schedule Auction

FIRST UNION: Transacts Multiple Sales To Help Retire Debt
FORCENERGY: Seeks Order Authorizing Employ of Arthur Andersen
GULF STATES STEEL: Defaults Continue On Line Of Credit And Mortgages
HVIDE MARINE: Obtains Waiver On Credit Noncompliance
JPE INC: Selling Off Stock To Reduce Indebtedness

LACLEDE CHAIN: R.J. Rigging Co. Seeks Relief From Stay
LINEN SUPERMARKET: Order Authorizes Employ of Jenner & Block
LIVENT: OK's SFX's $115 Million Offer
LOEWEN GROUP: Information About Case
MAIDENFORM WORLDWIDE: Solicitation of Votes To Accept or Reject Plan

NETMED: New President/CEO Plus New Chairman, Richards Resigns
QUALITECH STEEL: Order Authorizes Employ Of David Blackwell, CEO
READING CHINA: Seeks To Extend Exclusive Periods
READING CHINA: Setting Date To Conduct Auction
RENAISSANCE COSMETICS: Files for Bankruptcy Protection

STARTER CORP: Seeks To Liquidate Foreign Subsidiaries
STARTER CORPORATION: To Close 19 Outlet Stores
SUN HEALTHCARE: Banks Block Sun Healthcare Payments
THE PENN TRAFFIC COMPANY: Committee Applies To Retain Counsel
TRANSTEXAS GAS: Annual Meeting In Houston In July

UNITED COMPANIES: Court Approves Committee's Professionals
WIRELESS ONE: Seeks Order Extending Exclusive Period
WIRLESS ONE: Seeks Order Establishing July 23 as Bar Date
WORLDWIDE DIRECT: Seeks To Retain Executive Sounding Board
ZENITH ELECTRONICS: Debenture Holders To Agree To Exchange

BOND PRICING: For Week of June 1, 1999

                      *********

AMERICAN GAMING: Reorganization Or Liquidation Looms On The Horizon
-------------------------------------------------------------------
American Gaming and Entertainment is in dire circumstances,
reporting no revenue for the first three months of 1999 the company
incurred a net loss of $1,863,000.  In the same period in 1998
revenues of $189,000 resulted in net losses of $1,911,000.

Given the company's present financial and liquidity position, the
legal problems being faced and the litigation against it, the
business of the company is unlikely to continue to be the ownership
of equity interests in casino gaming.  The company had available
cash of approximately $622,000 as of March 31, 1999. and states it  
believes that such cash is sufficient to fund the company's
operations, excluding the company's obligations to Shamrock and, if
applicable, Bennett Management, through the middle of
1999, based on its current level of operations and projected
expenditures.  The company does not anticipate receiving additional
funds and therefore will probably not have sufficient cash to
operate beyond such date. The company would then need to pursue a
formal plan of reorganization or liquidation.


AMGAM ASSOCIATES: Hearing on Disclosure statement and Plan
----------------------------------------------------------
The hearing to consider approval of the Second Disclosure Statement
for the first amended joint plan of liquidation of AMGAM Associates
and American Gaming and Resorts of Mississippi Inc., d/b/a American
Gaming Corporation, filed on May 24, 1999 will be held before Jerry
A. Brown, Bankruptcy Judge, Courtroom 705 Hale Boggs Federal
Building 501 Magazine Street, New Orleans, Louisiana on Friday, June
25, 1999 at 10:00 AM.


APOGEE ENTERPRISES: Sells Harmon Ltd./Curtainwall & Window Systems
------------------------------------------------------------------
On May 13, 1999, Apogee Enterprises, Inc. announced that it had
completed the sale of the stock of its large-scale domestic
curtainwall business, Harmon Ltd., to CH Holdings, Inc., a private
company located in St. Louis, Missouri.

Harmon Ltd.is the nation's largest designer and installer of
curtainwall and window systems for nonresidential construction. In
fiscal 1999, Harmon Ltd. generated revenues of approximately $85
million. By comparison, Apogee reported fiscal 1999 consolidated net
sales of approximately $793 million, which excluded the following
discontinued operations: domestic and international curtainwall
operations, and the Norment detention & security unit.

Headquartered in Minneapolis, Apogee Enterprises, Inc. is a world
leader in technologies involving the design and development of
value-added glass products, services and systems. Organized in two
business segments, the Glass Technologies businesses are leaders
primarily in architectural glass and high-end glass coatings for the
electronics markets, while the Glass Services businesses are leaders
in replacement auto glass and building glass services.


BELDEN & BLAKE: Target Oilfield Stock Sold, Co. Revenues Down
-------------------------------------------------------------
Net loss, for Belden & Blake Corp., decreased $2.1 million from a
net loss of $6.3 million in the first quarter of 1998 to a net loss
of $4.2 million in the first quarter of 1999. The company said this
decrease was the result of the $6.0 million decrease in
depreciation, depletion and amortization expense offset by a $4.2
million decrease in the company's operating margin.  Total revenues
decreased $4.4 million to $35,356 in the first quarter of 1999
compared to $39,803 in the first quarter of 1998.

In April 1999, Belden & Blake and its wholly-owned subsidiary, The
Canton Oil & Gas Company, entered into a stock sales agreement with
an oilfield supply company for the sale of Target Oilfield Pipe and
Supply Company, a wholly-owned subsidiary of COG. The buyer will
purchase all of the issued and outstanding shares of capital stock
of TOPS from COG. The company expects to close this transaction in
June 1999.

The company's borrowing base at December 31, 1998 was $170 million.  
On January 15, 1999, the company's borrowing base was redetermined
at $126 million.  The company had $154 million outstanding under
this agreement at December 31, 1998 which resulted in the company
having a borrowing base deficiency of $28 million. Belden & Blake
agreed with the lenders, to reduce this deficiency by $14 million on
March 22, 1999 and by the remaining $14 million on May 10, 1999.

On March 22, 1999, the company made a $14 million payment to reduce
the outstanding amount under the credit agreement to $140 million.
At March 31, 1999, the outstanding balance under the credit
agreement was $140 million. The funds for the payment were provided
by internally generated cash flow and a term loan provided by Chase
Manhattan Bank. This term loan provided borrowings of $9 million and
was originally due on September 22, 1999. Interest is payable
monthly at LIBOR plus 1.5%. On May 10, 1999, the company and its
lenders amended the credit agreement to increase the company's
borrowing base from $126 million to $136 million, subject to
redetermination in November, 1999, and Belden & Blake paid $4
million to reduce the outstanding loan balance to $136 million. The
company is further required to make additional payments of $5
million on the earlier of the receipt of aggregate proceeds from
asset sales totaling $5 million or August 10, 1999 and $5 million on
November 9, 1999, which will lower the borrowing base and
outstanding balance to $126 million.  Future borrowing
base revisions will require approval from all lenders and any
deficiency must be repaid within 30 days of the effective date of
the redetermination. The amended agreement increased the interest
rate to LIBOR plus 2.5% and provided certain covenant ratio relief.  
The company paid approximately $2 million in fees to the lenders and
expenses associated with the amendment. The company's $9 million
term loan from Chase Manhattan Bank originally due September 22,
1999, has been extended to June 27, 2000. The company expects to be
able to meet its 1999 debt service requirements through internally
generated cash flow, the sale of non-strategic assets, additional
debt, the infusion of additional equity and/or the use of
instruments in financial futures markets.

The credit agreement contains a number of covenants that, among
other things, restricts the ability of the company and its
subsidiaries to dispose of assets, incur additional indebtedness,
prepay other indebtedness or amend certain debt instruments, pay
dividends, create liens on assets, enter into sale and leaseback
transactions, make investments, loans or advances, make
acquisitions, engage in mergers or consolidations, change
the business conducted by the company or its subsidiaries, make
capital expenditures or engage in certain transactions with
affiliates and otherwise restrict certain corporate activities. In
addition, under the credit agreement, the company is required to
maintain specified financial ratios and tests, including minimum
interest coverage ratios and maximum leverage ratios. The agreement
requires a minimum working capital ratio of 1.00 to 1.00.  As of
March 31, 1999, the company's working capital ratio was 1.13 to
1.00. As part of the May 10, 1999 amendment, Belden & Blake and
its lenders have agreed to exclude the current portion of certain
long term debt from this calculation. After making these adjustments
the working capital ratio as of March 31, 1999 was 1.60 to 1.00.


BRAZOS SPORTSWEAR: Red Oak Sale
-------------------------------
The immediate sale of the Red Oak Sportswear Division is the
debtors' last remaining alternative to preserve the value of the Red
Oak Assets for the benefit of the debtors and their creditors.  
Otherwise, the debtors will be forced to liquidate its assets.

The debtors request that the court enter a sale order approving the
purchase agreement and authorizing the sale.  Pursuant to a certain
purchase agreement for the sale of substantially all of the
operating assets of the debtors' Red Oak Sportswear Division, the
debtors entered into an agreement with Red Oak Acquisition Inc. as
purchaser for a base purchase price of $3.75 million plus the
assumption of certain liabilities.  The closing will be no later
than June 30, 1999.


BRAZOS SPORTSWEAR: Seeks Order Establishing June 18 as Bar Date
---------------------------------------------------------------
Brazos Sportswear, Inc., et al. seeks a last date for filing
requests for payment of administrative claims and expenses. The
debtors seek entry of an order establishing June 18, 1999 as the
deadline for all persons and entities who have or assert
administrative claims and expenses that were incurred between
January 22, 1999 and May 31, 1999.

A hearing to consider approval of the debtors' proposed sale of all
of the assets of their various business units is presently scheduled
for June 14, 1999.  The debtors expect that following the sale, few,
if any employees will remain available to administer the
administrative claims reconciliation process.  


CENTENNIAL CELLULAR: Sale Of Senior Notes Pending
-------------------------------------------------
Centennial Cellular Corp. has registered a stock exchange offering
with the SEC in which the company is offering to exchange all of the
notes sold in a private offering for new registered notes.  The
exchange offer will expire on a date yet to be determined.  The
offer is comprised of 10 3/4% Senior subordinated notes due 2008
totaling $370,000,000.  The terms of the new notes are substantially
identical to the outstanding notes, except for the fact that they
will not have transfer restrictions and registration rights.
The new notes will not be listed on any exchange or quoted on
NASDAQ.


CFS: Files Proposal to Sell Fixed Assets   
-----------------------------------------                  
The Daily Oklahoman reports on May 27, 1999 that the latest step
toward selling financially troubled Commercial Financial Services
Inc. was taken Wednesday when the company filed a proposal  
in bankruptcy court to sell its "fixed" office assets for $16.5
million to Worldwide Asset Management LLC of Atlanta.

The sale of the debt-collection company through a bankruptcy court
auction isn't anticipated until July. At that time, a closing could
also be concluded, CFS spokeswoman Sharon Price said.

Crucial to the sale is a new agreement by Worldwide for servicing
delinquent credit-card accounts of the asset-backed security
holders, who also would have to approve the sale. These trust-owned
accounts serviced by CFS have an estimated value of $1.7 billion.

Fred C. Caruso, CFS president, said he plans to immediately schedule  
informational meetings with the security holders to provide them
with details of Worldwide's proposal.  "It is important for CFS,
Worldwide and the official committee of asset-backed security
holders" to support and approve the deal, he said.

Caruso said that "sale of the CFS is clearly the best option to
restore the company to profitability, retain jobs and preserve the
most value for the estate and its creditors."  Worldwide is managed
by Frank J. Hanna Jr., a part owner in the limited liability
company. He is an Atlanta entrepreneur and a longtime worker in the  
debt-collection industry. Hanna plans to continue operations at both
the Tulsa and Oklahoma City offices of CFS and "plans to add 200 new
collectors by year's end," Price said.

Worldwide and Hanna have not kept interest in acquiring CFS a
secret, as was required by other interested companies. Hanna visited
CFS locations in Oklahoma City and Tulsa in April.  Price described
the "fixed" office assets as telephones, computers and other
equipment used in debt collection. Filed Wednesday were the
proposed rules for the sale that require approval by the court as
well as major creditors. Similar filings were made before Chief  
Bankruptcy Judge Dana L. Rasure auctioned off its London-based
international  subsidiary for $7 million in February and its
Gulfstream IV executive jet for $23 million in March.

Those rules set an opening bid, minimums for each successive bid,
method of payment and other requirements. The proposed bid
procedures are "so the sale can go smoothly," Price said.

CFS filed for Chapter 11 bankruptcy protection to reorganize in the
U.S. Bankruptcy Court for the Northern District of Oklahoma on Dec.
11.

The company said it has received 20 expressions of interest,
assisted seven potential buyers and had "extensive negotiations"
with three suitors before reaching an agreement in principle with
Worldwide.  Since filing bankruptcy, CFS has laid off about 1,200
employees. The company has 1,520 workers remaining in Tulsa and
Oklahoma City.

In reorganizing the company, Caruso said Wednesday collections have  
increased per person by 200 percent, the payoff per account has gone
up by 6 cents on the dollar and operating expenses had been cut by
40 percent.


DIXONS US HOLDINGS: Seeks Extension to File Disclosure Statement
----------------------------------------------------------------
The debtors, Dixons U.S. Holdings, Inc., and its affiliates seek
entry of an order authorizing the filing of a Chapter 11 plan
without a disclosure statement.  After discussions with the
Creditors' Committee, the debtors have prepared a revised
liquidating plan, disclosure statement and certain other ancillary
documents for the Committee's review and final comment.  The debtors
anticipate filing the amended plan and a disclosure statement that
are supported by the Creditors' Committee within the next thirty
days.  The debtors request an additional thirty days to file a
disclosure statement.  The debtors intend to use the additional time
to finalize the amended plan and disclosure statement so that they
can begin their Chapter 11 liquidating plan.


FACTORY CARD: Seeks Authority To Schedule Auction
-------------------------------------------------
Factory Card Outlet Corp. and Factory Card Outlet of America Ltd.,
debtors, have determined to cease the operation of 27 Factory Card
Outlet Stores all of which are leased by the debtors.  It is
anticipated that all or substantially all of the store closing sales
will be concluded by June 30, 1999 and in no event later than July
31, 1999.The debtors have retained DJM Asset Management LLC to
assist them in the sales. The debtors proposed to conduct an auction
on June 16, 1999 at the offices of Weil, Gotshal & Manges LLP, 767
Fifth Avenue, New York, NY.

The stores are located in St. Charles, Illinois; Mt. Vernon,
Illinois; Skokie, Illinois; Indianapolis, Indiana; Houston, Texas;
Tyler, Texas; Ft. Worth, Texas; Texarkana, Texas; Columbia, South
Carolina; Tampa, Florida; San Antonio, Texas; Nashville, Tennessee;
Sugarland, Texas; Sanford, Florida; Columbus, Ohio; San Antonio,
Texas; Olathe, Kansas; Lewisville, Texas; Knoxville, Tennessee;
Shawnee, Kansas; Katy, Texas; Manassas, Virginia; Laurel, Maryland;
Alexandria, Virginia(2); Richmond, Virginia.


FIRST UNION: Transacts Multiple Sales To Help Retire Debt
---------------------------------------------------------
First Union Real Estate Investments earlier announced its intention
to sell substantial assets to satisfy debt.  In mid-May it announced
the sale of its Woodland Commons shopping center in a transaction
that totaled $21.6 million, including the assumption of an $11.5
million mortgage. The net proceeds of $9.32 million, after closing
costs and first mortgage indebtedness, have been used to make a
partial prepayment of the bridge loan.

Woodland Commons is a 170,000-square-foot neighborhood shopping
center located in the upscale community of Buffalo Grove, Illinois,
a suburb of Chicago. First Union Real Estate Investments had
acquired the property in 1995. Also included in the transaction was
the sale to Sunrise Development of a 2.6-acre tract adjacent to
Woodland Commons where Sunrise is building a 73-bed assisted-living
center.

The Trust had announced in mid-January that it had contracted to
sell its 2,105 apartment units to one buyer. After completion of its
due diligence, the potential buyer of the portfolio had requested
several material changes to the contract including a price
reduction. After careful review, the Trust decided that the
requested changes to the contract were unacceptable
and, although the Trust is continuing discussions with the potential
buyer, it is currently pursuing other alternatives including other
buyers and/or the refinancing of all or part of the portfolio.

First Union Real Estate Equity and Mortgage Investments is a NYSE-
listed, stapled-stock real estate investment trust (REIT)
headquartered in Cleveland.

In March First Union Real Estate Investments announced the sale of
one of its office buildings, the Beck Building, in a transaction
that totaled $2.15 million. The net proceeds of approximately $1.77
million, after closing costs and adjustments, were used to make a
partial re-payment of the bridge loan.

Located in Shreveport, Louisiana, the 162,000 square foot Beck
Building currently with 147 tenants was acquired by the Trust in
1974.

In April First Union Real Estate Investments announced the sale of
its Sutter Buttes office center in a transaction that totaled $3.8
million. The net proceeds from the sale of approximately $3.6
million, after closing costs and adjustments, were used to make a
partial repayment of the Trust's outstanding bridge loan.

Located in Marysville, California, the 427,000 square foot facility
was acquired by the Trust in 1979. The property (formerly called
Peach Tree Center) through 1985 had been operated as an enclosed
shopping mall. A flood, caused when a nearby earthen levee broke,
badly damaged the property in 1986. The Trust has had limited
success in leasing the property since that time. The Trust began to
officially market Sutter Buttes for office use in 1997. At present,
it is 54% occupied.

On May 6, 1999 First Union Real Estate Investments announced that
the Trust completed the sale of four retail properties located in
the Pacific Northwest to Center Oak Properties for approximately
$37.5 million in cash. The properties include Valley North and
Valley Mall, located in Wenatchee and Union Gap, Washington,
respectively, and two sister properties, Mall 205 and Plaza 205, in
Portland, Oregon.

Center Oak Properties is a private real estate company headquartered
in Torrance, California, specializing in the redevelopment of well
located, underperforming properties. Center Oak has recently
completed several transactions in the Northwest including the
purchase of a mall in East Wenatchee, which is slated for
redevelopment.

The Trust also announced that it has entered into a contract with GP
Properties, Inc., an affiliate of Jager Management, to sell its
Fingerlakes Mall in Auburn, New York, for $2.5 million and
Mountaineer Mall in Morgantown, West Virginia, for $11. million. The
purchaser delivered a $2,050,000 non-refundable deposit which can be
applied to the purchase of either property. The closing is scheduled
to occur in the beginning of June.

The net proceeds of all these sales will be used to pay down the
Trust's short-term debt.


FORCENERGY: Seeks Order Authorizing Employ of Arthur Andersen
-------------------------------------------------------------
The debtors, Forcenergy, Inc. and Forcenergy Resources Inc. filed an
application for an order authorizing the employment of Arthur
Andersen LLP as accounting consultants and financial advisors.  The
firm will provide accounting, tax consulting and advisory services.  
The debtors may also apply in the near term to retain
PricewaterhouseCoopers as auditors.

The hourly billing for professionals at Arthur Andersen range from
$124 to $462.  The professionals primarily responsible for this
matter will be Dean E. Swick whose hourly rate is $357 and Robert T.
Ladd whose hourly rate is $462.


GULF STATES STEEL: Defaults Continue On Line Of Credit And Mortgages
--------------------------------------------------------------------
As previously indicated in Gulf States Steel  was unable to make the
interest payment on its 13 1/2% Series B first mortgage notes due
2003 on May 15, 1999.  That date represented the expiration of the
30-day cure period from the original interest payment date of April
15, 1999.

Gulf States is continuing its confidential discussions with a
representative committee of noteholders covering the full range of
financial restructuring alternatives and obtaining consent to
additional borrowings.  The committee has indicated to Gulf States
that it has no present intention of accelerating the notes.

Gulf States default also caused a cross default under the company's
working capital line of credit with Fleet Capital Corporation and
Congress Financial Corporation which have continued to advance funds
under the facility despite the default.


HVIDE MARINE: Obtains Waiver On Credit Noncompliance
----------------------------------------------------
Hvide Marine Incorporated and certain guarantors, on May 17, 1999,
entered into an amendment agreement which addressed a waiver to the
company's amended and restated revolving credit and term loan.  In
this agreement the company's bank lenders agree to waive, until June
30, 1999, the company's noncompliance, as of March 31, 1999, with
certain covenants in the credit facility.  Citibank, N.A., will act
as administrative agent, BankBoston, N.A., as documentation agent.


JPE INC: Selling Off Stock To Reduce Indebtedness
-------------------------------------------------
Net sales for the quarter ended March 31, 1999 were $24.2 million
compared to $69.4  million  for the  same  period  in 1998 for JPE
Inc. Net income for the quarter  ended  March 31, 1999 was $2.1  
million as compared to a net loss of $3.3 million for the quarter
ended March 31, 1998.

Plastic Trim, Inc. and Starboard Industries, Inc., subsidiaries of
JPE filed reorganization plans with the Bankruptcy Court which were
confirmed on April 16, 1999.  Under these plans, PTI's and  
Starboard's  unsecured creditors as of September 15, 1998 will be
paid 30% of their  pre-petition claims.  This will result in a
forgiveness of liabilities of approximately $3.9 million.

On March 26, 1999, JPE sold the stock of Industrial & Automotive
Fasteners, Inc. to MacLean Acquisition Company for  approximately  
$20.0 million.  The sales agreement required certain vendors to
compromise their accounts receivable from IAF to 30% of the  
outstanding  balance and union employees  to  accept  annuity  
contracts  in lieu of their postretirement health care and life  
insurance  benefits.  JPE recorded a gain in the first quarter of  
1999 for the forgiveness of these liabilities of approximately  $3.5  
million, offset by a loss on the sale of stock of approximately  
$4.0  million.  The net proceeds of $19.2 million from this
sale were used to pay down their U.S. Bank debt.

On April 28, 1999, JPE Inc. reached a definitive  agreement  with
ASC Holdings LLC and Kojaian Holdings LLC, in which  the buyers will  
acquire common and  preferred  stock of JPE to initially  have  
voting control and an  economic interest of 95% of the company.  The
buyers will be issued 9,441,420 shares of common stock and 1,560,000
shares of preferred stock, subject to adjustment.  Each share of
preferred stock issued to the buyers will have all rights and  
privileges, including voting,  distribution and dividend rights,  
equal to 50 shares of common stock.  The buyers will invest $18.4  
million in the company and will provide or arrange a loan to
JPE in the amount of approximately $51.6 million.


LACLEDE CHAIN: R.J. Rigging Co. Seeks Relief From Stay
------------------------------------------------------
R.J. Rigging Company seeks relief from the automatic stay in order
to proceed in certain pending litigation in Ohio state court against
Laclede Chain Manufacturing Company, debtor, but solely with respect
to the debtor's insurance proceeds.  Rigging is seeking damages in
excess of $1.4 million. The debtor's interests are being represented
by its insurance carrier.  Therefore, Rigging's argues that the
debtor will not be unduly burdened or prejudiced if this motion is
granted and the Ohio Action is permitted to continue against the
debtor.


LINEN SUPERMARKET: Order Authorizes Employ of Jenner & Block
------------------------------------------------------------
The Trustee's application to employ Jenner & Block as special
counsel to the trustee is granted.  The firm will serve as special
counsel for the purpose of representing the Trustee to collect on a
default final judgment obtained in the adversary proceeding entitled
John P. Barbee, Trustee v. Selfix, Inc.  The firm will be retained
on an hourly basis, however, its total compensation, exclusive of
costs, shall not exceed 33.33% of the net recovery.


LIVENT: OK's SFX's $115 Million Offer
-------------------------------------
The struggling Canadian musical producer of Broadway hits  
such as "Fosse" and "Ragtime" said in court papers filed Wednesday
that it agreed to be bought for up to $115 million.

Toronto-based Livent Inc. accepted the offer from SFX Entertainment,
the nation's leading producer of live music shows, after SFX agreed
to buy most of the assets of the company with theaters in New York,
Chicago and Toronto.

In court papers filed Wednesday in U.S. Bankruptcy Court in
Manhattan, Livent acknowledged that it had aggressively tried to
sell its business after learning of massive accounting
irregularities a year ago. Livent sought bankruptcy protection in
November after a new management team headed by former Walt Disney
Co. President Michael Ovitz said it spotted the fraud by the
company's Canadian founders, Garth Drabinsky and Myron
Gottlieb.  In January, U.S. federal prosecutors in Manhattan filed
fraud and conspiracy charges against Drabinsky and Gottlieb,
accusing them of stealing $4.6 million from the company in the early
1990s and then doctoring the books to hide it. Both have denied any
wrongdoing and remain in Canada.

Livent said in its court papers Wednesday that the new owners
realized that a quick sale was the only way to rescue the business
known for "producing artistically well received but economically
burdensome productions," the papers said.

The abrupt filing for bankruptcy protection, though, interrupted the
effort to sell the business, setting off a "whirlwind of chaos as
the media in both the United States and Canada predicted an early
demise and liquidation of the debtors' business," the company said.

Livent said it had received offers from several parties seeking to
acquire substantially all of the company's assets and after lengthy
and intense negotiations with many of the suitors had settled on SFX
Entertainment. Although SFX Entertainment had agreed to pay up to
$115 million for substantially all of the company's assets, other
bids will be accepted according to a schedule set by the bankruptcy
court, Livent said. U.S. Bankruptcy Court Judge Arthur J. Gonzalez
set a hearing for June 9.


LOEWEN GROUP: Information About Case
------------------------------------
If you would like to find out more about the multi-billion dollar,
cross-border insolvency concerning The Loewen Group, Inc., and its
hundreds of affiliated debtors, point your Web browser to
http://bankrupt.com/loewen.txtfor a free copy of Loewen Bankruptcy  
News.


MAIDENFORM WORLDWIDE: Solicitation of Votes To Accept or Reject Plan
--------------------------------------------------------------------
On May 19, 1999, the U.S. Bankruptcy Court for the Southern District
of New York entered an order approving the disclosure statement with
respect tot he First Amended and Restated Joint Plan of
Reorganization, dated May 18, 1999 for Maidenform Worldwide, Inc.,
Mainform, Inc. and NCC Industries, Inc.

The court has fixed July 14, 1999 at 10:00 AM as the date and timer
for the hearing to consider confirmation of the plan.  The
confirmation hearing will be held before the Honorable Cornelius
Blackshear, US Bankruptcy Judge, in Room 601 of the United States
Bankruptcy Court, Alexander Hamilton U.S. Custom House, One Bowling
Green, New York, New York 10004-1408 at such date and time.


NETMED: New President/CEO Plus New Chairman, Richards Resigns
-------------------------------------------------------------
On May 26, 1999, NetMed, Inc. announced that David J. Richards
resigned as Chairman and CEO of the Company, and from its Board of
Directors, and that the Board had elected James F. Zid as Chairman,
and Trevor Ferger as President and CEO.

"NetMed has many challenges, both financial and in product
development," said Ferger. "It is our goal to put the company on
firm financial footing and continue the development of the OxyNet(R)
oxygen concentrator."

NetMed is in the business of developing and marketing medical
technology. It recently lost its license to market the Papnet(R)
system of automated Pap smear screening as a result of the
bankruptcy reorganization of the licensor, Neuromedical Systems,
Inc. NetMed, through its OxyNet subsidiary, is currently developing
the OxyNet(R) oxygen concentration device, which the company is
developing for the home healthcare and other markets.


QUALITECH STEEL: Order Authorizes Employ Of David Blackwell, CEO
----------------------------------------------------------------
Judge Anthony J. Metz III entered an order authorizing the
employment of David Blackwell as the debtor's Chief Executive
Officer.  Blackwell will be paid an annualized salary of $300,000,
for a term of six months commencing May 19, 1999.


READING CHINA: Seeks To Extend Exclusive Periods
------------------------------------------------
The debtors, Reading China and Glass Inc. and affiliates are seeking
to extend the debtors' exclusive periods in which to file a Chapter
11 plan and to solicit acceptances thereof.

The debtors seek an extension of approximately 90 days through and
including August 25, 1999 to file a plan, and through and including
October 25, 1999 to solicit acceptances to such plan.  The debtors
say that they are pursuing a consensual liquidation, and their
efforts in completing and resolving the cases warrants such an
extension.


READING CHINA: Setting Date To Conduct Auction
----------------------------------------------
An order was entered by the US Bankruptcy Court for the District of
Delaware authorizing the conduct of an auction of the debtors'
leases on June 3, 1999 at 1:00 PM. A hearing will be held on the
proposed sale, assumption and assignment of any and all leases by
the debtors on June 11, 1999 at 2:00 PM.


RENAISSANCE COSMETICS: Files for Bankruptcy Protection
------------------------------------------------------
Renaissance Cosmetics Inc. and eight subsidiaries filed chapter 11
yesterday in the District of Delaware, according to Reuters. The
Stamford, Conn.-based company has estimated assets of less than $50
million and unsecured debt of almost $270 million. Among the largest
unsecured creditors are the U.S. Trust Co. of New York, the trustee
for a $200 million claim of 11.75 percent senior notes due 2004 and
General Electric Capital Corp., which has a contingent bank
loan of $65 million. The company said that since last year, it has
been "negotiating with an informal committee representing a majority
of the holders of the senior notes to restructure its obligations."
(ABI 03-June-99)


STARTER CORP: Seeks To Liquidate Foreign Subsidiaries
-----------------------------------------------------
The debtors, Starter Corporation, et al. seek court authorization
for its board of directors to take corporate action to initiate the
liquidation of its non-debtor Foreign Subsidiaries.  Starter owns
100% of the outstanding shares of stock of the Foreign Subsidiaries.  
In light of the debtors' liquidation, the Foreign Subsidiaries have
already experienced resignation of many employees.  The debtors have
determined that absent an immediate orderly liquidation of the
foreign Subsidiaries, the debtors will not be able to maximize the
value of the Foreign Subsidiaries.  To liquidate the Foreign
Subsidiaries, actions must be taken relating to issues of
employment, payment of debt, the liquidation of inventory and the
collection of outstanding commercial debt.


STARTER CORPORATION: To Close 19 Outlet Stores
----------------------------------------------
Starter Corporation et al., debtors, seek a court order approving
the closing of certain stores, and authorizing "Going-Out-Of-
Business Sales" of merchandise.  A hearing will be held on the
motion before the Honorable Peter J. Walsh, 5th Floor, Marine
Midland Plaza, 824 Market Street, Wilmington, Delaware 19801, on
June 18, 1999 at 2:30 PM.

In addition, the debtors seek to enter into an agency agreement with
The Ozer Group LLC and Schottenstein Bernstein Capital Group LLC for
the conduct of an auction.

The stores are located in New Haven, CT; Foley, AL; Niagara Fall,
NY; Birch Run MI, Williamsburg, VA; Branson MO, Central Valley NY;
Pleasant Park WI; Commerce, GA; Las Vegas NV; Cedar Rapids, Iowa;
West Branch MI; Osage Beach, MO; Mosines WI; Jeffersonville, OH;
Jackson, NJ; Riverhead, NY; Memphis, TN.

The debtors have determined that they cannot reorganize on a stand
alone basis.  Pursuant to the terms of the agency agreement, the
debtors may elect a guaranteed recovery of 32.43% of the value of
the merchandise measured at "retail" or a guaranteed recovery of
31.25% of the value of the merchandise measured at retail, and if
the proceeds of the sales exceed the 31.25% guaranteed recovery plus
expenses of the sales and the agent's 2% fee, the debtors and the
agent will then share the excess proceeds equally. The foregoing
pricing for the 19 store transaction assumes that the merchandise to
be sold has an aggregate retail value of approximately $9 million to
$10 million.  The debtors estimate that under the 32.43% Guaranteed
Amount, the sales will provide a minimum recovery of approximately
$2,918,000.  Under the Alternate Guaranteed Amount, the sales will
generate a minimum recovery of approximately $2,812,000.  The Agent
will also arrange for the sale of all furniture, fixtures and
equipment.

Simultaneously, the debtor seeks an extension of the time period to
assume or reject the debtors' leases.  The debtors seek an
additional ninety day extension of time in which to assume or reject
the leases to allow sufficient time for the sales to be consummated.


SUN HEALTHCARE:  Banks Block Sun Healthcare Payments
----------------------------------------------------
Sun Healthcare Group, which reported huge losses in the last two
quarters, failed to pay $7 million in interest to bondholders  
after a group of banks blocked the payments, the company said.
The country's third-largest nursing home company owes the banks $826  
million, said Sun Healthcare spokeswoman Phyllis Goodman on
Wednesday. The company has not missed payments on that debt but has
not been able to renegotiate contractual agreements with the banking
group. The agreements expired May 28.

Failure to pay the interest moves Sun Healthcare closer to
bankruptcy, Murray Innes, an analyst for Credit Lyonnais Securities
in New York, said.  Goodman said the company was reviewing options
with the banks. "Bankruptcy is on the list, but it is just one of
several alternatives," she said.

The Albuquerque, N.M.-based Sun Healthcare has the money on hand to
pay the bondholders and can pay its day-to-day trade obligations,
Goodman added. The company has been trying to renegotiate terms of
some of its major loans for several months, Goodman said.

The bank group, headed by Bank of America, consists of about 50
financial institutions. As a senior lender, the group has the power
to block the interest payment.

Sun Healthcare is reeling from losses it has blamed on changes in
the Medicare payment system for long-term care. The company lost
$761.1 million, or $13.34 a share, in the fourth quarter of 1998. It
reported a first-quarter loss this year of $113.1 million, or $1.96
a share.     


THE PENN TRAFFIC COMPANY: Committee Applies To Retain Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of The Penn Traffic
Company and its three affiliated debtors seeks a court order
authorizing the Creditors' Committee to retain and employ Akin,
Gump, Strauss, Hauer & Feld LLP as of May 15, 1999 as counsel for
the Committee and to substitute Akin Hum for Stroock & Stroock &
Lavan LLP.  The change in firms is due to the fact that Daniel H.
Golden and Lisa G. Beckerman were partners at Stroock who were
primarily responsible for representation of the Committee, and they
are both now members of Akin Gump.


TRANSTEXAS GAS: Annual Meeting In Houston In July
-------------------------------------------------
Transtexas Gas will hold its annual meeting on Friday, July 9, 1999,
beginning at 10:00 a.m., central daylight time, at The Hotel
Sofitel, 425 North Sam Houston Parkway East, Houston, Texas 77060.
The matters to be voted on include the election of two persons to
serve as Class III directors of the company for a three-year term;
and any other matters that may properly come before the annual
meeting or any postponements or adjournments thereof.

The record date for the annual meeting was May 12, 1999.  Only
stockholders of record at the close of business on the record date
are entitled to receive notice of and to vote at the annual meeting.


UNITED COMPANIES: Court Approves Committee's Professionals
----------------------------------------------------------
The United States Bankruptcy Court for the District of Delaware
entered an order approving the retention of professionals for the
Official Committee of Unsecured Creditors.  The court approved
retention of Wachtell, Lipton, Rosen & Katz as counsel;
PricewaterhouseCoopers LLP as accountants and reorganization
consultants for the Committee and Morris, Nichols, Arsht & Tunnelll
as Co-Counsel for the Committee.


WIRELESS ONE: Seeks Order Extending Exclusive Period
-----------------------------------------------------
Wireless One, Inc., debtor, seeks entry of an order extending the
exclusive period during which the debtor may file and solicit
acceptances of a plan of reorganization.  The debtor is in the midst
of evaluating the effect of a fundamental shift in the debtor's
industry on the debtor's proposed plan of reorganization -- a shift
that has caused a similar jump in the value of the debtor's
business.  The debtor's stock and bond prices have skyrocketed in
recent weeks, and the debtor requests that the exclusivity period be
extended so that it may continue to evaluate these significant
events.

The debtor seeks entry of an order extending the exclusive period
during which the debtor may file a plan of reorganization and
solicit acceptances of such plan from the original expiration date
of June 11, 1999 to and including October 31, 1999.  This is the
debtor's first such request.  


WIRLESS ONE: Seeks Order Establishing July 23 as Bar Date
---------------------------------------------------------
The debtor, Wireless One, Inc. seeks establishment of July 23, 1999
as the general claims bar date in the Chapter 11 case of Wireless
One, Inc.  Proofs of claim must be received on or before 4:00 PM,
Eastern Time on the Bar Date.


WORLDWIDE DIRECT: Seeks To Retain Executive Sounding Board
----------------------------------------------------------
Worldwide Direct, Inc., et al. filed an application for authority to
employ Executive Sounding Board Associates, Inc. and Eugene I. Davis
as CEO.

The Committee supports the engagement and retention by the debtors
of Eugene I. Davis and ESB as their CEO.


ZENITH ELECTRONICS: Debenture Holders To Agree To Exchange
----------------------------------------------------------
Zenith Electronics has filed a registration statement with the SEC
and as soon as effective will be soliciting from each holder of its
impaired claims as at the close of business on a date yet to be
determined, acceptance of a prepackaged plan of reorganization under
chapter 11 of Title 11 of the United States Code, as amended.

The prepackaged plan provides, among other things, that as of the
date the prepackaged plan becomes effective, holders of the
company's 6 1/4% convertible subordinated debentures due 2011 having
an aggregate principal amount outstanding of $103.5 million, issued
under the indenture dated as of April 1, 1986 between the company
and State Street Bank & Trust Company, as trustee, shall receive a
pro rata distribution of $50 million of new 8.19% debentures due
2009. In the event that holders of the old subordinated debentures
do not approve the prepackaged plan, however, the prepackaged plan
provides for a "cram down" mechanism with respect to the class
composed of the holders of the old subordinated debentures. If such
a "cram down" is approved by the Bankruptcy Court, holders of the
old subordinated debenture claims would receive no distribution and
retain no property. While the company believes this treatment is
permissible under the Bankruptcy Code, certain case law exists that
may permit a contrary conclusion. In addition, under the prepackaged
plan, all equity interests, including the company's common stock,
will be cancelled and the holders thereof will receive no
distributions and retain no property on account of such interests.
Confirmation of the prepackaged plan pursuant to section 1129 of the
Bankruptcy Code is subject to judicial approval of this solicitation
and the terms of the prepackaged plan including, as necessary, under
the "cram down" provisions of the Bankruptcy Code.

Members of a committee of holders of old subordinated debentures
have entered into an agreement with Zenith Electronics in which they
have agreed to vote for and support the prepackaged plan. The
members of the debenture committee have informed the company that
they collectively hold or control over 50% of the outstanding
principal amount of the old subordinated debentures. The members of
the debenture committee are Loomis Sayles & Company, L.P., Mariner
Investment Group and Caspian Capital Partners L.L.P. The debenture
committee has retained Crossroads Capital Partners LLC as its
financial advisor and Hebb & Gitlin as its legal advisor.

LG Electronics Inc., a corporation organized under the laws of the
Republic of Korea, has entered into an agreement with Zenith
Electronic in which it has agreed to vote for the prepackaged plan.
LGE holds all of the LGE claims.

Complete information on the above proposal may be read in its
entirety by accessing http://www.sec.gov/cgi-bin/srch-
edgar?0000950131-99-003505 and http://www.sec.gov/cgi-bin/srch-
edgar?0000950131-99-003506 on the Internet, free of charge.


BOND PRICING: For Week of June 1, 1999
--------------------------------------
DLS CAPITAL PARTNERS, Inc.

Following are indicated prices for selected issues:

Acme Metal 10 7/8 '07              9 - 11 (f)
Amer Pad & Paper 13 '05           65 - 68
Asia Pulp & Paper 11 3/4 '05      74 - 76
Boston Chicken 7 3/4 '05           5 - 6 (f)
Cityscape 12 3/4 '05               9 - 11 (f)
E & S Holdings 10 3/8 '06         47 - 52
Geneva Steel 11 1/2 '01           20 - 22 (f)
Globalstar 11 1/4 '04             62 - 64
Hechinger 9.45 '12                 6 - 8 (f)
Iridium 14 '05                    24 - 26
Loewen 7.20 '03                   60 - 62 (f)
Penn Traffic 8 5/8 '03            44 - 46 (f)
Planet Hollywood 12 '05           20 - 23 (f)
Samsonite 10 3/4 '08              75 - 77
Service Merchandise 9 '04         19 - 20 (f)
Sun Healthcare 9 1/2 '07          16 - 18 (f)
Sunbeam 0 '18                     15 - 16
TWA 11 3/8 '06                    51 - 52
Vencor 9 7/8 '05                  20 - 22 (f)
Zenith 6 1/4 '11                  26 - 28 (f)



                      *********

The Meetings, Conferences and Seminars column appears in
the TCR each Tuesday.  Submissions via e-mail to
conferences@bankrupt.com are encouraged.  

Bond pricing, appearing in each Friday edition of the TCR,
is provided 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, Yvonne L. Metzler and Lexy Mueller, Editors.
Copyright 1999. All rights reserved.  ISSN 1520-9474.  

This material is copyrighted and any commercial use, resale
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Information contained herein is obtained from sources
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