TCR_Public/990609.MBX         T R O U B L E D   C O M P A N Y   R E P O R T E R
     
             Wednesday, June 9, 1999, Vol. 3, No. 1110

                      Headlines

AMERICAN BANKNOTE: Misses Interest Payment On Senior Notes
AMERITRUCK DISTRIBUTIION: Seeks Rejection of Leases
BARNEYS: Emerging From Bankruptcy, Utilizing New Fiscal Year
BLOWOUT ENTERTAINMENT: Completes Asset Sale To Movie Gallery
BOBBY ALLISON: Majority Shareholders Listed In Proxy Statement

BOSTON CHICKEN: Sale of Store Locations
BRAZOS SPORTSWEAR: Completes Sale of Red Oak
BRUNO'S: Files Joint Plan of Reorganization
CELLEX BIOSCIENCES: First Amended Plan of Reorganization
COSMETIC CENTER: Seeks Extension To Assume/Reject Leases

COVENTRY HEALTHCARE: Waives Rights To Renew Principal Life
EDISON BROTHERS: Sale of Indiana Distribution Center
ELECTRO CATHETER: Files Bankruptcy/Discontinues Production
EUROWEB: Warrants & Common Stock To Be Offered
FPA MEDICAL: Coastal Physician Group Inc. Plans Acquisition

FPA MEDICAL: All Operations Of Company Being Sold
FWT INC: Noteholders Apply To Retain McDermott, Will & Emery
HARNISCHFEGER INDUSTRIES: Files for Chapter 11 Relief
HVIDE MARINE: Optional Shares For Directors and Officers
INSILCO HOLDING: Discount Notes, Warrants & Stock To Be Sold

LEVITZ FURNITURE: Appoints Masullo To Vice President
LOEHMANN'S: Taps The Blackstone Group
LOEHMANN'S: Sirena Apparel Establishes Special Committee
LOEWEN GROUP: Local Law Firm Retained
MAXICARE HEALTH: Los Angeles Site Of June Annual Meeting

MCCORMICK: To Cut Jobs in Restructuring
NEUROMEDICAL SYSTEMS: Seeks Extension To Assume/Reject HQ Lease
NEUROMEDICAL SYSTEMS: Seeks Order Setting Bar Date
NEWSTAR: Toronto Stock Exchange Not To Suspend Trading
ORANGE COUNTY: Reaches $20.8 M Settlement With Finance Firms

PARAGON TRADE: Hearing on Exclusivity Extension
PENNCORP FINANCIAL: Seeks To Amend Sales Agreement Of Division
PHP HEALTHCARE: Seeks Order Setting Confirmation Hearing
POWER PLUS: Reorganization Plan Wins Conditional Approval
PREMIER LASER: Debentures Issued, Warrants Change Price

SGL CARBON: Seeks Extension of Exclusive Period
SGSM ACQUISITON: Seeks Approval of Purchase and Assignments
SYNCRONYS SOFTCORP: Files Financial Information For Tenth Month
UNITED COMPANIES: Extension Of Time To File Financial Statements
UNITED COMPANIES: Rejection of Unexpired Leases

                      *********

AMERICAN BANKNOTE: Misses Interest Payment On Senior Notes
----------------------------------------------------------
On May 28, 1999, American Banknote Corporation announced that the
semi-annual interest payment on its 10 3/8% senior notes due 2002
will be paid in full on June 1st.  The company, however, will not
make the June 1st interest payment on its 11 1/4% Senior
subordinated notes due 2007. The indenture for these notes allows
for a 30-day grace period to make this interest payment.

The company's advisor, The Blackstone Group, has initiated
discussions with holders of approximately 50% of the Senior
subordinated notes to address a possible restructuring. The
company states that there can be no assurance it will be possible
to reach such an agreement with the holder of these notes.

Morris Weissman, Chairman and Chief Executive Officer of American
Banknote Corporation, commented, "We are taking steps toward a
restructuring that is intended to result in a de-leveraging of
the company and enhancement of its ability to operate and grow in
the future.  We are hopeful that such a financial restructuring
can be reached rapidly by a mutually beneficial agreement with
the bondholders."

American Banknote Corporation is a leading global full-service
provider of secure transaction solutions in carefully selected
markets along three major product groups: Transaction Cards &
Systems, Printing Services & Document Management, and Security
Printing Solutions.  A combined strategy of operating along
product lines and constant expansion of transaction activities
worldwide reflects the rapidly changing field of electronic
commerce.


AMERITRUCK DISTRIBUTIION: Seeks Rejection of Leases
---------------------------------------------------
The debtor, American Distribution Corp., et al. seek a court
order approving rejection of five leases and one sublease of
nonresidential real property.

The leases cover property located in Florence, Kentucky, Tampa,
Florida, Wyalusing, Pennsylvania, Wilmington Massachusetts and
West Sacramento, California.


BARNEYS: Emerging From Bankruptcy, Utilizing New Fiscal Year
------------------------------------------------------------
Barneys New York, Inc.,(Holdings), a Delaware corporation, is the
parent company of Barney's, Inc., a New York corporation, which
together with its subsidiaries, is a leading upscale retailer of
men's and women's apparel and accessories and items for the home.
The company is engaged in three distribution channels which
encompass its various product offerings: the full price stores,
the outlet stores and the warehouse sale events. In addition, the
company is involved in licensing arrangements pursuant to
which the "Barneys New York" trade name is licensed for use in
Asia.

Barneys was founded by Barney Pressman in 1923 under the name
Barney's Clothes, Inc. Until its emergence from bankruptcy in
January 1999, Barneys was owned by the Pressman family, certain
affiliates of the Pressman family and certain trusts of which
members of the Pressman family were the beneficiaries. Under the
plan of reorganization for Barneys and certain of its affiliates
as confirmed by the United States Bankruptcy Court for the
Southern District of New York, Holdings was formed and all the
equity interests in Barneys were transferred to Holdings, making
Barneys a wholly-owned subsidiary of Holdings.

The company operates seven full price stores (three of which are
flagship stores located in New York, Chicago and Beverly Hills
and four of which are regional stores) and 13 outlet stores
throughout the United States under the "Barneys New York" trade
name. Barneys merchandise is priced from the middle to the upper
end of the market and appeals to sophisticated customers whose
income levels are above average. Its merchandising philosophy
stresses a variety of fashion viewpoints. It offers a mix of
merchandise including established designers, new designers,
branded goods and private label goods. The company purchases
merchandise from a broad range of vendors, domestic and foreign,
including designers, manufacturers of branded goods, and private
label resources. Major designers include Giorgio Armani, Prada,
Jil Sander, Hermes, Donna Karan, Comme des Garcons, Robert
Clergerie and Ermenegildo Zegna. Major branded goods include
Oxxford and Hickey Freeman, and major cosmetics lines including
but not limited to Chanel, Francois Nars and Kiehls. A
significant portion of the merchandise is manufactured in Europe
(primarily Italy). The flagship stores in New York and Beverly
Hills also include restaurants managed by third party
contractors.

In addition to its full-price retail business, the company has
developed two operations which focus on outlet stores and
warehouse sales.  The company conducts semi-annual warehouse
sales in New York and Santa Monica, California. Warehouse sale
events operate on an extremely low cost basis, generating
significant net profit, while flattening seasonal effects on the
company's business.

The company's emergence from Chapter 11 reorganization occurred
very recently, and consequently the company's subsequent
operating history is limited. Financial statements for future
periods will not be comparable to the historical financial
statements of past years. Effective January 1999, the company
changed its fiscal year to coincide with the Saturday closest to
the end of January.

The company incurred reorganization costs of $13.8 million, in
the six months ended January 30, 1999, $16.0 million, $72.2
million and $29.4 million in fiscal years 1998, 1997 and 1996,
respectively. These charges included, over the three year period,
approximately $58.9 million in relation to the closing of under-
performing stores, $34.9 million in professional fees, $18.0
million for payroll and related costs including termination costs
and a key employee retention program, and approximately $19.6
million of other reorganization costs.

In January 1999, the company entered into a $120,000,000
revolving credit facility with Citicorp USA, Inc., General
Electric Capital Corporation, BNY Financial Corporation, and
National City Commercial Finance, Inc. that matures on January
28, 2003. The proceeds from this facility were used to repay
borrowings under the debtor in possession credit agreement with
BankBoston N.A., to pay certain claims, to pay professional fees
and to provide working capital to the company as it emerged from
its chapter 11 proceeding.  Earnings before interest, taxes,
depreciation and amortization (excluding reorganization costs) as
a percent of net sales for the six months ended January 30, 1999
were 8.3% and for the six months ended January 31, 1998, were
8.2%.  Net sales for the six months ended January 30, 1999 were
$181.7 million compared to $183.8 million a year ago, a decrease
of 1.1%.


BLOWOUT ENTERTAINMENT: Completes Asset Sale To Movie Gallery
------------------------------------------------------------
In March, 1999, Blowout Entertainment, Inc. entered into an asset
purchase agreement.  The agreement, with MGA Inc. d/b/a/ Movie
Gallery, called for Blowout to sell substantially all of its
assets to Movie Gallery for an aggregate purchase price  of  $2.4  
million.  Blowout executed the asset purchase agreement
immediately prior to the filing of its Chapter 11 petition with
the United States Bankruptcy Court for the District of Delaware.  
On May 14, 1999, the Bankruptcy Court issued an order authorizing
the asset sale and related transactions.  Blowout completed the
asset sale on May 17, 1999.   Movie Gallery is expected to
continue Blowout's approximately 90 store-within-a-store video
rental and sales operations.  Approximately $2.3 million of the
purchase price applied solely towards the payment of a secured
creditor and costs and expenses of the transaction.


BOBBY ALLISON: Majority Shareholders Listed In Proxy Statement
--------------------------------------------------------------
Bobby Allison Wireless Corp. has announced the place and time of
its annual meeting. Shareholders entitled to vote on the matters
to come before the meeting will be those of record on June 1,
1999.  The meeting will be held at 2:00 p.m. EDT on Wednesday,
June 23, 1999, at the Wyndham Hotel, 4816 West Kennedy Boulevard,
Tampa, Florida.

Within the proxy statements going out to shareholders has been a
listing of those persons known to the company to hold 5% or more
of the company's common stock.  Those persons or entities, the
amount of shares held and the percentage thereof are: Robert L.
McGinnis, 197,498 or 25.90%, James L. Ralph, 197,498, also
25.90%, James S. Holbrook, Jr., 279,976, 37.29%, Sterne, Agee &
Leach Group, Inc. 246,648, or 32.85%, Sterne, Agee & Leach, Inc.,
246,648, 32.85%, and the Trust Company of Sterne, Agee & Leach,
Inc., 246,648, at 32.85%.  All directors and executive officers
as a group hold 674,972 shares for 85.57%.


BOSTON CHICKEN: Sale of Store Locations
---------------------------------------
At the hearing on May 25, 1999, the Debtors sold the following
store locations:
                                            Purchase
Location                    Purchaser         Price
--------                    ---------       ----------
9511 Bridgeport Way SW      Northwestern     $790,000
Tacoma, WA                    Restaurants

8284 Beechmont Avenue       M.B. Land        $625,000
Cincinnati, OH                Limited


1701 George Washington Way  CKE Restaurants  $540,000
Richland, WA


In the event that CKE Restaurants fails to close the transaction
for Store number 2497, David S. Brewer Interests, Inc. is the
back-up bidder for $530,000. (Boston Chicken Bankruptcy News
Issue 12; Bankruptcy Creditors' Service)


BRAZOS SPORTSWEAR: Completes Sale of Red Oak
--------------------------------------------
Brazos Sportswear Inc. announced on June 7, 1999 that it has
completed the sale of its Red Oak Sportswear division located in
College Station, Texas to Red Oak Acquisition, Inc., headed by
Red Oak founder George Warny.  Red Oak, a manufacturer of screen-
printed sportswear to major retailers, was founded in 1984 and
acquired by Brazos Sportswear in 1989.

"The acquisition of Red Oak by founder George Warny is in the
best interests of all of Red Oak's constituents -- its customers,
employees and vendors," said Clayton Chambers, Brazos' interim
chief executive officer.

"The sale of Red Oak Sportswear, combined with our sale last
month of the Gulf Coast Sportswear division, are key steps in our
efforts to maximize creditor recoveries," Mr. Chambers said. He
noted that the proceeds of the Red Oak sale, like those of the
sale of Gulf Coast last month, will be used to reduce the
outstanding balance under Brazos' debtor-in-possession (DIP) loan
facility.

Brazos announced on May 19, 1999 that it will sell substantially
all of the assets of its business units through competitive
bidding procedures under Section 363 of the U.S. Bankruptcy Code.
Offers for the Company's Morning Sun, Plymouth Mills, Brazos
Embroidery, Sunrise Turquoise and Crable divisions are to be
received by noon Eastern time on June 8, 1999 at the New York
offices of BT Alex. Brown Incorporated, the Company's exclusive
advisor with respect to the sale process.

As previously announced, Brazos is scheduled to sell certain of
the Company's Cincinnati assets at a public auction at 10 a.m. on
June 8 at its Batavia, Ohio facility at 4101 Founders Boulevard.
The auction is open to the public and will be conducted by
Continental Plants. Items to be auctioned include embroidery and
screen printing machines, office furniture and equipment, office
cubicles, computers, personal computers (PCs), forklifts, vans
and other miscellaneous assets.

Brazos Sportswear, Inc., designs, produces and markets moderately
priced sportswear. Headquartered in Cincinnati, Ohio, it operates
manufacturing, distribution and sales facilities in 12 states.
The Company and its subsidiaries filed Chapter 11 petitions in
the U.S. Bankruptcy Court for the District of Delaware in
Wilmington on January 21, 1999.


BRUNO'S: Files Joint Plan of Reorganization
-------------------------------------------
PWS Holding Corporation, Bruno's, Inc., Food Max of
Mississippi, Inc., A.F. Stores, Inc., BR Air, Inc., Food Max of
Georgia, Inc., Food Max of Tennessee, Inc., Food Max, Inc.,
Lakeshore Foods, Inc., Bruno's Food Stores, Inc., Georgia Sales
Company and SSS Enterprises, Inc., filed their Joint Plan of
Reorganization dated May 27, 1999.  

The Plan cancels all existing shares of common stock issued by
Bruno's, Inc., and makes no distribution to Equity Holders.  

Premised on enforcement, pursuant to 11 U.S.C. Sec. 510(a), of
the subordination provisions contained in the trust indenture,
dated August 18, 1995, and the first supplemental trust
indenture, dated August 18, 1995, between Bruno's, as issuer of
the Subordinated Notes, and the Indenture Trustee, and all of the
documents and instruments relating thereto, as amended,
supplemented, modified or restated as of the Commencement Date,
the Plan proposes to cancel $421,121,590 of bonds issued under
the Indentures in their entirety.  

General Unsecured Creditors, on the Effective Date, or as soon
thereafter as is practicable, shall receive, in full and complete
satisfaction of such Allowed Claim, an amount, in Cash, equal to
$0.26 cents-on-the-dollar.  Classified in the Plan as
Class 5, General Unsecured Creditors will be entitled to vote to
accept or reject the Plan.  The Bondholders and Equityholders are
deemed to have rejected the Plan.

To satisfy $462,164,419 of Pre-Petition Bank Debt, the Banks have
agreed to accept 25,000,000 shares of New Common Stock and
Bruno's grants the Banks a release of all claims that have been
or could be asserted by or on behalf of their Estates.  

The 25,000,000 shares of New Common Stock represent a 96% equity
stake in New Bruno's.  The remaining 4% equity stake will be made
available to officers and directors following the Effective Date.  

All other Secured, Priority and Administrative Claims will be
reinstated or paid in full on the Effective Date of the Plan.

All pre-petition indemnification agreements to which Bruno's is a
party will continue past the Effective Date.  

The Corporate Restructuring Transactions described in the Plan
provide form the formation of Bruno's Supermarkets, Inc., as a
Delaware corporation, prior to the Effective Date.  The Debtors'
assets will then be transferred to Bruno's Supermarkets and the
stock in Bruno's Supermarkets will be delivered to the Bank
Group.

Entry of an order confirming the Debtors' Plan shall constitute
the approval, pursuant to section 105(a) of the Bankruptcy Code,
effective as of the Effective Date, of the substantive
consolidation of the Chapter 11 Cases for all purposes
related to the Plan, including, without limitation, for purposes
of voting, confirmation and distribution.  On and after the
Effective Date, (i) all assets and liabilities of the
Subsidiaries shall be deemed merged or treated as though they
were merged into and with the assets and liabilities of Bruno's,
(ii) no distributions shall be made under the Plan on account of
intercompany claims among the Debtors, (iii) no distributions
shall be made under the Plan on account of Subsidiary Equity
Interests, (iv) all guarantees of the Debtors of the obligations
of any other Debtor shall be deemed eliminated so that any claim
against any Debtor and any guarantee thereof executed by any
other Debtor and any joint or several liability of any of the
Debtors shall be deemed to be one obligation of the consolidated
Debtors and (v) each and every Claim filed or to be filed in the
Chapter 11 Case of any of the Debtors shall be deemed filed
against the consolidated Debtors, and shall be deemed one Claim
against and obligation of the consolidated Debtors.

The Plan provides that, as of the Effective Date, each of the
Debtors, the Debtors in Possession and each holder of a Claim
against and Equity Interest in the Debtors or Debtors in
Possession releases all present and former officers and directors
of the Debtors who were directors, officers or employees,
respectively, on or after the Commencement Date, and any other
persons who serve or served as members of management of the
Debtors on or after the Commencement Date, all present and
former members of the Committee, all present and former officers
and directors and other persons who serve or served as members of
the management of any member of the Committee, and all advisors,
consultants or professionals of or to the Debtors, the Committee
or members of the Committee (collectively, the "Releasees")
from any and all Causes of Action held by, assertable on behalf
of or derivative from the Debtors, the Debtors in Possession or
such holder, in any way relating to the Debtors, the Debtors in
Possession, the Chapter 11 Cases, the Plan and the ownership,
management and operation of the Debtors; provided, however, that
the foregoing shall not operate as a waiver of or release from
any Causes of Action (i) arising out of any express contractual
obligation owing by any former director, officer or employee to
the Debtors or any reimbursement obligation of any former
director, officer or employee with respect to a loan or advance
made by the Debtors to such former director, officer or employee,
or (ii) relating to professional malpractice that arose or
existed prior to the Commencement Date.  On the flip-side
of that coin, the Plan provides that, as of the Effective Date,
each of the Releasees, in any capacity, generally releases each
of the Debtors, the Debtors in Possession and each holder of a
Claim against or Equity Interest in the Debtors or Debtors in
Possession, in each case in any capacity, from any and all Causes
of Action held by, assertable on behalf of or derivative from
such Releasee, in any way relating to the Debtors, the Debtors in
Possession, the Chapter 11 Cases, the Plan and the ownership,
management and operation of the Debtors.

To HSBC's chagrin, the Plan explicitly provides that, as of the
Effective Date, (a) any and all avoidance claims accruing to the
Debtors and Debtors in Possession under sections 502(d), 544,
545, 547, 548, 549, 550 and 551 of the Bankruptcy Code shall
be extinguished whether or not then pending; and (b) any and all
alter-ego or derivative claims against present or former
stockholders of the Debtors accruing to the Debtors and Debtors
in Possession shall be extinguished whether or not then pending.

Occurrence of the Effective Date is conditioned on (i) entry of
an order confirming the Plan, (ii) the Debtors having no less
than $20,000,000 of free cash on hand, and (iii) available credit
under a New Working Capital Facility to fund working capital
needs following the Effective Date.  (Bruno's Bankruptcy News
Issue 19; Bankruptcy Creditors' Service)


CELLEX BIOSCIENCES: First Amended Plan of Reorganization
--------------------------------------------------------
The unsecured creditors of Cellex Biosciences Inc. believe that
the plan affords the best opportunity for recovery by unsecured
creditors under the circumstances.  Under the terms of the plan,
the unsecured creditors would receive a pro rata share of 25% to
28% of the equity of the newly reorganized debtor in full
satisfaction of their indebtedness.

Treatment of Classes Under the Plan:

Class A-1 Bank of Bloomfield Hills - In full satisfaction of the
claim, it shall be paid in monthly installments of approximately
$21,460 over 3 years with interest accruingat 7% per annum.

Class A-2 - Biovest LLC.  Biovest LLC's allowed secured claim
shall be paid in monthly installments of approximately $5,712
over 3 years with interest accruing at 7% per annum.

Class A-3 - Schuster Group - The Schuster Claim shall be paid on
the Effective Date or

Class A-4: Wells Fargo a/k/a Norwest Bank Minneapolis, NA - shall
retain its lien interest in the $80,000 CD with the same priority
and effect as held pre-petition.  Upon Debtor's satisfaction of
obligations under the Collateral Pledge Agreement, Norwest shall
deliver the certificate to the debtor or the reorganized debtor.  
The debtor or reorganized debtor may use the proceeds of the
certificate in its operations or to fulfill its obligations under
the plan.

Class A-5: First Commercial Capital Corp.  Secured claim in the
amount of $2,337- paid in full on the effective date.  First
Commercial shall be allowed an unsecured claims of $12,700.

Class A-6: IRS Allolwed secured claim in the amount of $484,584
Monthly installments of $10,654 over a term of 54 months, with
interest at 8% per annum.  Until satisfied, the IRS shall retain
its lien.

Class B- Priority Unsecured Claims Holders shall be paid in full.

Class C - General Unsecured Claims - Holders shall receive 28% of
the New Common Shares to be issued under the plan provided,
however, that if Biovest meets either the July 9 deadline or the
August 9 deadline, the percentage share to be distributed to
Class C claimants shall be reduced from 28% to 25%.

Class D - Equity Security Holders.  The pre-petition Equity
Security Holders shall not receive or retain under the plan on
account of their equity interests any property.  Al pre-petition
equity interests in the debtor shall be canceled as of the
Effective Date.

Class A-4 is unimpaired under the plan.  Classes A-1, A-2, A-3,
A-5, A-6, and B are impaired.


COSMETIC CENTER: Seeks Extension To Assume/Reject Leases
--------------------------------------------------------
The debtor, The Cosmetic Center, Inc. seeks a court order
extending the time period within which the debtor may assume or
reject unexpired leases of nonresidential real property for 120
days, through and including October 7, 1999.

The debtor is a lessee with respect to approximately 220
unexpired leases that are vital to the debtor's business.
The debtor has been focusing on stabilizing its business, closing
the least profitable stores, and completing its schedules and
statements of financial affairs.

The debtor has been unable to assess the value or marketability
of the unexpired leases and make determinations with respect to
which unexpired leases should be assume and which, if any, should
be rejected.  Until a comprehensive business plan has been
finalized and implemented, the decision to assume or reject the
unexpired leases cannot be properly made.


COVENTRY HEALTHCARE: Waives Rights To Renew Principal Life
----------------------------------------------------------
Coventry Health Care, Inc., on May 19, 1999, announced that it
has amended its agreement with Principal Life Insurance Company
and thereby waived its rights to reinsure and renew Principal
Life's health insurance indemnity business located in Coventry's
service area.  Coventry will receive $20 million in cash in
exchange for waiving these rights.  This transaction is expected
to have closed on or about June 1, 1999.  The amendment has no
impact on the company's existing management services agreement
with Principal Life.

On April 1, 1998, Coventry Health Care entered into an agreement,
as part of the company's merger with Principal Health Care, to
manage that portion of Principal Life's health insurance
indemnity business located in Coventry's markets through December
31, 1999. After that time Coventry would reinsure and renew the
business on the books of its subsidiary, Coventry Health and Life
Insurance Company.  Dale B. Wolf, chief financial officer of
Coventry has stated, "We decided that fully integrating this book
of indemnity business did not fit with Coventry's long-term
strategic plan. Reinsuring Principal Life's indemnity business
would have required us to diffuse our focus and divert available
capital from our core managed care business."

Coventry Health Care is a managed health care company operating
health plans under the names Principal Health Care,
HealthAmerica, HealthAssurance, HealthCare USA, Group Health Plan
and Southern Health.  The company provides a full range of
managed care products and services including HMO, PPO, POS,
Medicare Risk and Medicaid to 1.4 million members in a broad
cross section of employer and government-funded groups in 15
markets throughout the Midwest, Mid-Atlantic and Southeast United
States.  


EDISON BROTHERS: Sale of Indiana Distribution Center
----------------------------------------------------
The Debtors began the first phase of the sale process on March
29, 1999 by outsourcing the operations and administration of the
Indiana facility to Network Distribution, an affiliate of DSL.
This outsourcing continued through April 30, 1999.  The second
phrase has the Debtors and NDI entering into a short term lease
in which NDI is leasing the Indiana facility from the Debtors
from May 1, 1999 through July 9, 1999. Under the Lease, NDI has
agreed to pay the Debtors $51,000 in rent per month for the term
of the lease.  

In the third and final phase, Debtors will sell the Indiana
facility to DSL for $6,100,000; $5,750,000 for the real estate
and $350,000 for the equipment, personal property and other
assets in the facility.  Judge Walrath determined that the
consideration to be paid by DSL represents the highest and best
offer.

The Debtors were able to negotiate this sale to DSL without the
necessity of retaining a broker, saving approximately $350,000 in
brokerage fees.


ELECTRO CATHETER: Files Bankruptcy/Discontinues Production
----------------------------------------------------------
On May 17, 1999, Electro-Catheter Corporation  announced that it
had sought protection under the provisions of Chapter 11 of the
Federal Bankruptcy Code. The Chapter 11 proceeding was filed in
the United States Bankruptcy Court for the District of New Jersey
in Trenton, New Jersey on May 14, 1999.  Ravin, Greenberg &
Marks, P.A.  of  Roseland,  New Jersey is representing Electro
Catheter Corp. in its Chapter 11 proceeding.

On May 13, 1999, Electro-Catheter Corporation suspended the
production of catheters until further notice. The company
continues to ship catheters from its inventory.  Electro-Catheter
Corporation designs, develops, manufactures and markets a broad
line of catheters and  catheter-related products  utilized in
connection with the  diagnosis  and  treatment of illnesses  of
the heart and  circulatory systems.


EUROWEB: Warrants & Common Stock To Be Offered
----------------------------------------------
Euroweb International Corp. will be offering 4,352,570 shares of
common stock and 1,935,680 warrants to purchase shares of common
stock.  Stockholders of EuroWeb International Corp. are offering
and selling shares of EuroWeb common stock and warrants to
purchase shares of common stock under a prospectus for each of
their own accounts.

EuroWeb Rt., the company's wholly owned subsidiary through
November 20, 1998, is a full service Internet service provider
operating in Hungary.  On November 20, 1998, the company sold a
51% interest of EuroWeb Rt. to Pantel Rt for $2,200,000 in cash
plus a $300,000 contribution to EuroWeb Rt's capital. Currently,
it is managing EuroWeb Rt. in the same manner as before
the sale. In connection with possible risks in the purchase of
the securities mentioned above Euroweb lists, in addition to
others, the fact that it will be pursuing in Central and Eastern
Europe rapid growth through the acquisitions of other Internet
service providers. The company's growth strategy will create
significant demands on the time and attention of its
senior management and will involve significant financial and
other costs, including identifying and investigating acquisition
candidates, negotiating acquisition agreements and integrating
acquired businesses.  


FPA MEDICAL: Coastal Physician Group Inc. Plans Acquisition
-----------------------------------------------------------
Coastal Physician Group plans its first acquisition since it
began posting huge losses in 1995.  The planned purchase of the
emergency-room management business of bankrupt FPA Medical
Management Inc. will roughly double the size of Coastal's ER
staffing business. Coastal brings in about $160 million in annual
revenue by providing doctors to emergency rooms, Coastal chief
financial officer Randy Dickerson said Monday.

And Stoneybrook Capital, a company controlled by Coastal's
founder and chief executive, Dr. Steven Scott, plans to buy FPA's
three Carolina Health Care Group offices in the Charlotte area
and the Meridian Medical Group offices in Atlanta.

Both transactions were approved by a federal bankruptcy judge in
Delaware, where Miami-based FPA is reorganizing under Chapter 11
of the bankruptcy code.

Coastal will pay $69 million and assume up to $20 million in
liabilities of Sterling Healthcare Group Inc., the FPA subsidiary
that operates the emergency-room staffing service. Sterling
provides doctors to about 155 hospitals in 24 states, though its
business is concentrated in the Southeast.

Dickerson said Coastal plans to close on the sale by the end of
June.

Scott founded Coastal in 1977 to provide emergency-room
physicians to hospitals. The company diversified into physician-
practice management, health maintenance organizations and medical
billing services. Those expansions proved disastrous, and Coastal
lost $146 million on $552 million in revenue in 1996.

The Stoneybrook deal is separate from the Coastal acquisition.
Terms of the Stoneybrook sale were not available. An FPA
spokeswoman said the clinic sale should close by mid-month.

The Charlotte clinics are on Pineville-Matthews Road, near Park
Road shopping center and in the University area.


FPA MEDICAL: All Operations Of Company Being Sold
-------------------------------------------------
In mid-year, 1998, FPA Medical Management Inc. and various of its
subsidiaries and affiliates filed for protection under Chapter 11
in the United States District Court for the District of Delaware.  
The cases have been consolidated for the purpose of joint
administration.

On May 26, 1999, the debtors' modified second amended joint plan
of reorganization was confirmed by the Bankruptcy Court. The
plan, which provides for the sale of substantially all of the
company's operations in transactions valued at approximately
$108.2 million, garnered the support of the debtors' major
creditor constituencies, including the debtor-in-possession and
prepetition lenders, the debtors' official committee of unsecured
creditors and the company's major payors, Humana, Prudential and
Pacificare.  Consummation of the plan is expected to occur this
month.

The plan includes and affects FPA Medical and 98 of its
affiliated debtor entities. Two of the debtors' affiliates,
Gotham Mid-Town Management, Inc. and Virginia Medical Associates,
P.C. were excluded from the plan and continue as Chapter 11
debtors-in-possession pending further order of the Bankruptcy
Court.  Under the plan the operations of Sterling Healthcare
Group, Inc., a wholly-owned FPA subsidiary, will be acquired by a
newly formed subsidiary of Coastal Physician Group, Inc.; the
clinical operations in Kansas City, San Antonio and the State of
Florida will be acquired by Humana Inc., which is currently the
company's largest payor; and the clinical operations in
Charlotte, North Carolina and Atlanta will be acquired by
Stoneybrook Capital, an entity owned by Steven M. Scott, M.D.,
Chairman and Chief Executive Officer of Coastal.

In the ruling approving the plan, the Bankruptcy Court authorized
the debtors, Humana and Stoneybrook to close the sale of the
managed care businesses on June 1, 1999, prior to the
consummation of the plan. Administrative costs incurred on and
after June 1, 1999 are the responsibility of the purchasers.

In addition to the sales transactions, the plan provides for the
establishment and funding of a creditors trust for the benefit of
unsecured creditors. Under the terms of the plan, certain assets
and claims of the debtors have been assigned to the creditors
trust. The trust is administered by the trustee and three-member
advisory board selected by the unsecured creditors committee.

On the effective date, 98 of the registrant's subsidiaries and
affiliates will be merged into reorganized FPA which will be
owned by the prepetition lenders who will receive 100% of the new
common stock to be issued under the plan.  Assets remaining after
the sales to Coastal, Stoneybrook and Humana, and after
distributions to the creditors trust, will remain in reorganized
FPA, which will be operated by the FPA plan administrator named
under the plan. The debtor-in-possession lenders will be paid in
full and the prepetition lenders will receive a $4,000,000
initial distribution on the effective date. In addition to the
initial distribution, the prepetition lenders will receive
supplemental funds collected by the FPA plan administrator after
payment of allowed administrative expenses of the reorganization.


FWT INC: Noteholders Apply To Retain McDermott, Will & Emery
------------------------------------------------------------
The Official Committee of Noteholders seeks authroization to
retain McDermott, Will & Emery as its principal counsel in these
cases.

The firm will assist and advise the Noteholders Committee in its
consultations with the debtor relative to the overall
administration of the cases.  The primary partners who will
represent the Commiittee are Wendell Adair and Stephen B. Selbst,
whose billing rates are $425 and $405 per hour, respectively.


HARNISCHFEGER INDUSTRIES: Files for Chapter 11 Relief
-----------------------------------------------------
Harnischfeger Industries, Inc. (NYSE: HPH) today filed voluntary
petitions for reorganization under Chapter 11 of the U.S.
Bankruptcy Code in Delaware Federal Court in an action that
covers the parent company and its U.S.-based operating
subsidiaries.

Chief Executive Officer John Nils Hanson said, "In light of the
adverse impact of the continuing difficult global economic
environment on the company's businesses, and the attendant
impairment of our capital structure, we concluded that prompt and
decisive action was required to preserve the company's assets and
reverse its deteriorating financial condition."

In connection with its Chapter 11 filing, Harnischfeger has
received commitments for debtor-in-possession financing of $750
million. "It is our goal that our businesses meet the needs of
our customers and further develop our globally competitive market
leadership," Hanson said. "Through the hard work and commitment
of our employees and the support of our other constituencies, we
will emerge from this process a stronger company."

The filing provides the company with the opportunity to better
position itself for a viable future. Harnischfeger will continue
to implement initiatives to streamline its cost structures in
line with market requirements.

"Under Chapter 11, employee payrolls will be met, the company
expects to continue its benefit programs and with the debtor-in-
possession financing we will have the financial strength to serve
our customers and build stronger relationships with our suppliers
going forward," Hanson said.

Harnischfeger will cease interest payments on its debt, including
its publicly traded debentures. At the time of the Chapter 11
filing, Harnischfeger's debt totaled approximately $1.3 billion.
Losses for the first fiscal six months ended April 30 were $90.7
million.

Chairman Robert B. Hoffman said, "In the company's view, staying
out of Chapter 11, given the current conditions affecting the
company and its highly leveraged capital structure, could well
have led to a far worse situation and potentially a greater loss
of value for creditors as well as equity holders. We believe this
action will give us the ability to preserve the value of the
company and begin the rebuilding process for the benefit of all
of our constituencies.

"We are confident that with the support of employees, suppliers,
creditors and customers a successful reorganization can be
achieved enabling Harnischfeger Industries, Inc. to emerge from
this process as a financially healthy organization."

In addition to Harnischfeger Industries, Inc., among the U.S.
operating subsidiaries included under the filing are: Joy Mining
Machinery, P&H Mining Equipment and Beloit Corporation. The
company's non-U.S. subsidiaries are excluded from these filings,
are not expected to file and are operating with their normal
business practices and financial obligations.

Harnischfeger Industries, Inc. (NYSE: HPH) is a global company
with business segments involved in the life-cycle management of
equipment for underground mining (Joy Mining Machinery), surface
mining (P&H Mining Equipment), and pulp and papermaking (Beloit
Corporation).


HVIDE MARINE: Optional Shares For Directors and Officers
--------------------------------------------------------
Hvide Marine Inc has filed the proper form with the SEC to
register an additional 60,000 shares of the company's Class A
common stock,  par value $.001 per share.  The stock is to be
issuable from time to time under the company's amended and
restated  Board of Directors stock  compensation plan.

The purpose of the Hvide Marine Incorporated Board of Directors
stock compensation plan is to provide outside directors of Hvide
Marine Incorporated, or any of its affiliates or subsidiaries,
the  opportunity to acquire an equity interest in the company.  
Operationally, the plan permits participants to convert all or a
portion of the participant's director's fees into stock of the
company.  A participant's interest under the plan shall be
expressed in shares of the company's common stock. The plan will
become effective when adopted by the Board of Directors of the
Hvide, subject to approval of the shareholders  of the company,
within twelve months  thereafter.  The plan will remain in effect
until terminated by the Board.  The issuance of shares under the
plan may be conditioned upon the effectiveness of a registration
statement covering the shares. The plan year will be the period
January 1 through December 31.

In other news of the company Hvide Marine Incorporated has
announced the election of Jean Fitzgerald as Chairman, President
and Chief Executive Officer.  Mr. Fitzgerald replaces J. Erik
Hvide, who is stepping down from these  positions  for  personal  
reasons  but will  remain a member of the company's  Board of  
Directors.  The election of Mr. Fitzgerald is effective
immediately.

Mr. Fitzgerald, 73, has been a director of Hvide since 1994 and
is widely known within the maritime industry. A former
Commissioner and Chairman of the Port Everglades Authority, Mr.  
Fitzgerald  retired from the U. S. Navy in 1974 in the rank of  
Captain,  having  commanded  major fleet  units at sea and served
in the  offices of the Chief of Naval Operations and the  
Secretary  of Defense.

With a fleet of 284 vessels, Hvide Marine (pronounced "VEE-dah")
is one of the world's leading providers of marine support and  
transportation services, primarily  to the  energy and  chemical  
industries.


INSILCO HOLDING: Discount Notes, Warrants & Stock To Be Sold
------------------------------------------------------------
Insilco Holding Company has filed a prospectus which will offer
$138,000,000 14% Senior discount notes due 2008.  The company
produces automotive, telecommunications and electronics
components and is a leading specialty publisher of high school
yearbooks.

The notes have a maturity date of August 15, 2008, will be issued
at a substantial discount to par, will accrete at a rate of 14%,
compounded semi-annually to a total principal amount of $138
million on August 15, 2003.  Interest payments will be scheduled
to be made semi-annually on February 15 and August 15, commencing
on February 15, 2004.  There is planned an optional redemption on
or after August 15, 2003 at prices stated in the prospectus.  The
notes are also redeemable, under certain circumstances, following
a public equity offering or a change of control at the prices set
forth in the prospectus.  Mandatory redemption, by the company,
may be required by the holder if certain change of control
events occur.  Prices for the redemption are also set forth in
the prospectus.  Insilco is required to use the proceeds of
certain public offerings of its common stock to make an offer to
purchase the notes at the prices also set forth in the
prospectus.

The prospectus is to be used by Donaldson, Lufkin & Jenrette
Securities Corporation in connection with offers and sales in
market-making transactions at negotiated prices related to
prevailing market prices at the time of sale and by DLJ
Investment Partners, L.P., DLJ ESC II, L.P., DLJ Investment
Funding, Inc., and Alliance Capital Management, L.P. or
other selling security holder named in an accompanying prospectus
supplement, in the over-the-counter market, in privately
negotiated transactions, in underwritten offerings or by a
combination of such methods of sale, at fixed prices that may be
changed, at market prices prevailing at the time of sale, at
prices relating to such prevailing prices or at negotiated
prices. There is currently no public market for the notes.
Insilco does not intend to list the notes on any securities
exchange.  Donaldson, Lufkin & Jenrette Securities Corporation
has advised the company that it is currently making a market in
the notes, however, it is not obligated to do so and may stop at
any time. Donaldson, Lufkin & Jenrette Securities Corporation may
act as principal or agent in any such transaction. Insilco will
not receive the proceeds of the sale of the notes.

In an additional filing Insilco Holding Company has plans to
resell 69,000 warrants to purchase shares of its common stock,
par value $.001 per share, by certain holders named in a
prospectus (or in an accompanying supplement to the prospectus).  
The company also intends to issue up to 22,423 shares
of its common stock upon exercise of such warrants to persons who
have purchased warrants under the proposed sale and also will
resell 63,692 shares of its common stock held by certain
stockholders named in the prospectus (or in an accompanying
supplement to the prospectus); up to 110,453 shares of its common
stock that have been received or may be received upon exercise of
warrants by persons other than those mentioned above; resales of
2,923,413 shares (represents 1,400,000 shares currently
outstanding and 1,523,413 shares that may be issued in lieu of
cash dividend payments prior to August 1, 2003) of Pay-in-kind
15% Senior Exchangeable Preferred Stock due 2010 held by certain
funds affiliated with DLJ Merchant Banking Partners II, L.P. The
company refers to any of the warrants, shares of preferred stock
and such shares of common stock that are existing or may be
issued upon the exercise of the warrants, collectively as offered
securities within the text of the prospectus. Insilco will not
receive any proceeds from the sale of the offered
securities by the selling holders, other than payment of the
exercise price of the warrants.  


LEVITZ FURNITURE: Appoints Masullo To Vice President
----------------------------------------------------
Levitz Furniture Corporation (OTC BB:LVFIQ), the retail furniture
pioneer with operations in 13 states, today announced the
appointment of Nicholas S. Masullo to the new position of Vice
President -- Strategic Operations and Human Resources, effective
immediately. According to Chairman and Chief Executive Officer Ed
Grund, Masullo will provide senior operational leadership and
strategic direction for the company's overall operations,
including corporate headquarters, stores and sales support
centers. He will retain responsibility for human resources and
labor relations for the 64-store, 3,000-employee retail furniture
chain and will continue to report directly to Ed Grund. "Nick is
an exceptional leader who enjoys the highest respect within the
company and throughout the industry," said Grund. "I am extremely
gratified that Nick will be taking on such an important role as
we continue to implement our business strategy and position
Levitz for future profitability and leadership in the industry."
A seasoned company veteran, Masullo brings extensive experience
in all aspects of retail operations. He joined the company as a
Management Trainee and has held positions at the store, regional
and corporate levels, including executive positions in
information systems and human resources. For the past six years,
Masullo has served as Vice President -- Human Resources & Labor
for the company. Previously, he directed the operations of 26
Levitz retail locations in six states. The appointment of Masullo
comes as Levitz works towards its emergence from Chapter 11
bankruptcy protection. Over the past several months, Levitz has
made major changes designed to improve the in-store shopping
experience for customers, enhance the company's overall
efficiency and move closer to long-term profitability. Last month
the company opened the first brand new Levitz store since filing
for Chapter 11 protection in September 1997. The new store,
located in the fast-growing Santa Clarita Valley north of Los
Angeles, employs an open layout with an emphasis on Levitz' best-
selling styles as well as the designs and colors that are most
popular in the region. The store is Levitz's 17th in Southern
California and gives the company 1.4 million square feet of
furniture retail showroom space in the greater Los Angeles area.
At the same time, the company re-opened five re-modeled stores in
Southern California and Minnesota. In addition, Levitz plans to
re-model the entry and interior of its Garden City, NY
location, the company's largest volume contributor. All of the
re-models are based on the company's experience at its flagship
store in the Phoenix market, which was re-located and re-
merchandised last year, generating double-digit sales increases
at the new location and a positive sales trend at Levitz
locations across the market. The reforms at Levitz extend beyond
the showroom floor. Since December, the company has streamlined
warehousing operations and focused retail efforts on its
strongest markets.  Levitz has reformed its field management
structure, enabling Market Managers to spend more time in each
store and to become experts on the local market. Twenty-one
regional sales support centers now provide better support for in-
store sales staff and in turn, better service to customers.
Levitz is also in the process of completing a review of its
creative advertising account as it seeks to re-position itself
for today's marketplace. Levitz Furniture Corporation currently
operates 64 stores in 13 states on the East and West Coasts and
in the Midwest. For more information, visit the company's web
site at www.levitz.com.
  

LOEHMANN'S: Taps The Blackstone Group
-------------------------------------
Loehmann's Inc. seeks court authority to retain and employ The
Blackstone Group LP as financial advisor to the debtor.

The firm will receive a montly advisory fee in the amount of
$150,000 and a Restructuring Fee in the amount of 1% of the par
amount of the company's debt which was restructured.


LOEHMANN'S: Sirena Apparel Establishes Special Committee
--------------------------------------------------------
The Sirena Apparel Group,Inc. (Nasdaq: SIRN) has appointed a
Special Committee of the board of directors headed by William J.
Welch, 51, a newly appointed director and the chair of the
company's audit committee. Mr. Welch is a practicing attorney in
Portland, Ore., and was a partner of Coopers & Lybrand LLP for 14
years. The Special Committee also includes Howard H. Hedinger, a
director of the company since May 1997. In addition, the company
has named Sheryl Page as a special consultant to the board of
directors. Ms. Page served most recently as vice president
of merchandising for the William Carter Co. and previously as a
senior executive for Speedo International.

Sirena also announced the June 7 terminations of Maurice "Corky"
Newman as the company's chairman of the board, chief executive
officer and director, and Richard Gerhardt as chief financial
officer. Douglas Arbetman continues as Sirena's president.

The Special Committee is currently reviewing Sirena's financial
results with the company's auditors, Ernst & Young LLP. The
company expects to restate its financial results for the first
three quarters of its fiscal year ending June 30, 1999.

Additionally, the company will take a material charge that will
be reflected in the appropriate quarter of the restated financial
statements. The charge is expected to include the writedown of
inventory and the writeoff of certain deferred expenses, as well
as approximately $700,000 related to specialty retailer
Loehmann's Inc. (Nasdaq:LOEH), which reported on May 18 that it
had filed for Chapter 11 bankruptcy protection. The company will
provide further details on the restatement of earnings and the
charge, as well as additional developments, as information
becomes available.

"Working with Doug Arbetman, Sirena's board of directors has
taken control of the financial and operational management of the
company following the discovery of accounting irregularities that
came to our attention during the past few days," Mr. Welch said.
"We are now undertaking a comprehensive review of Sirena's
reported results and financial statements. We will report
additional findings as soon as we have made an accurate
assessment.

"We will concentrate on Sirena's strength in licensing, designing
and manufacturing swimwear and intimate apparel," Mr. Arbetman
said.  "Our brands are well recognized in the marketplace and
sold in all principal distribution channels. Our board of
directors and I are reviewing the company's business and
strategic objectives, with a focus on financial and accounting
controls and current operations."

The Sirena Apparel Group, Inc. is a leading designer,
manufacturer and marketer of branded and private-label swimwear,
intimate apparel and resortwear under well-recognized brands that
include Anne Klein, Liz Claiborne, Elisabeth, Sirena, Rose Marie
Reid, Hang Ten, and Jezebel.


LOEWEN GROUP: Local Law Firm Retained
-------------------------------------
The Debtors have sought and obtained the Court's authority to
employ the Wilmington-based law firm of Morris, Nichols, Arsht &
Tunnell as their local counsel in their chapter 11 cases.  


MAXICARE HEALTH: Los Angeles Site Of June Annual Meeting
--------------------------------------------------------
Proxy statements are going out to stockholder of record on May
25, 1999 in regard to the annual meeting of Maxicare Health
Plans.  Only shareholders of record as of the close of business
on that day will be entitled to notice and to vote.  The annual
meeting of shareholders is to be held at the Sunset Room in the
Transamerica Center Tower Restaurant, 1150 South Olive Street,
Los Angeles, California, on Wednesday, June 30, 1999, at 8:00
a.m. (Pacific Time), Shareholders will meet to elect three
directors to the Board of Directors who will serve until the
company's 2002 annual meeting of shareholders and until their
successors have been duly elected and qualified; and to approve
the company's 1999 Stock Option Plan.  As is normal in the annual
meeting they will also consider such other business as may be
properly brought before the meeting or any adjournment thereof.


MCCORMICK: To Cut Jobs in Restructuring
---------------------------------------
McCormick & Co., the Columbia, Md.-based spicemaker, announced
that it will restructure its operations in Europe and cut about
300 jobs-4 percent of its 7,600 employee workforce, The
Washington Post reported. The world's largest spice company is
projecting a cutback in second quarter earnings of $15 million,
or 20 cents a share, as a result of aftertax charges of $25
million. According to the company, less than 10 percent of the
job cuts will be in the United States. Assistant Treasurer Joyce
Brooks said that the realignment is an outcome of efforts by
McCormick's European management to improve marketability
overseas. The company will cut staff and dispose of some
buildings and equipment. (ABI 08-June-99)

NEUROMEDICAL SYSTEMS: Seeks Extension To Assume/Reject HQ Lease
---------------------------------------------------------------
The debtor, Neuromedical Systems, Inc. seeks an extension of time
within which to assume or reject the Headquarters Lease to and
including July 24, 1999, a period of 60 days.

The debtor's remaining operations, which consist almost
exclusively of the debtor's efforts to sell all of its remaining
assets, are conducted at the Leased Premises.

The debtor's ability to conclude its efforts to sell all of its
remaining assets in an efficient manner depends upon its
continued tenancy in the premises.  To force the debtor to decide
whether to assume or reject the Headquarters Lease prior to the
conclusion of such sale and such subsequent events would
substantially prejudice its ability to maximize the benefit of
its estate for its creditors.


NEUROMEDICAL SYSTEMS: Seeks Order Setting Bar Date
--------------------------------------------------
The debtor, Neuromedical Systems, Inc. requests that the court
establish July 30, 1999as the Bar Date in this case.

NEWSTAR: Toronto Stock Exchange Not To Suspend Trading
------------------------------------------------------
Newstar Resources Inc. announced that it has been advised by The
Toronto Stock Exchange that the Exchange has determined not to
suspend trading in Newstar's common shares at the present time.
The Exchange had announced on May 20, 1999 that it was reviewing
the eligibility of the common shares of Newstar for continued
listing on the Exchange. The Exchange has indicated that the
common shares of Newstar continue to be under review pending the
progress of Newstar's previously announced plan of reorganization
and other corporate developments.

The Exchange's decision to defer consideration of the Company's
continued listing at this time is encouraging to Newstar's
management as it continues its corporate turnaround.

Newstar has made substantial progress towards the development of
its core assets in Madisonville and Pinconning. The Company has
signed a letter of intent with T&H Resources Ltd. to develop its
Madisonville, Texas assets and is currently concluding
negotiations to develop core assets in Michigan.

Since the Company's US subsidiaries sought creditor protection on
April 1, many positive steps towards emergence from Chapter 11
have been undertaken, in addition to the steps it has taken to
develop its core assets. The Company has undertaken a cost
reduction program and closed two offices, is continuing to divest
non-core assets, and has filed a Plan of Reorganization. The
Company plans on filing its Disclosure Statement with the Court
on or before June 10, 1999.

Michigan-based Newstar Resources Inc. is an independent natural
gas and oil exploration and production company with operations in
Michigan, Ohio and Texas. The Company is listed on The Toronto
Stock Exchange under the symbol NER.


ORANGE COUNTY: Reaches $20.8 M Settlement With Finance Firms
------------------------------------------------------------
Orange County has reached a $20.8 million settlement with 12
finance and securities firms connected to the largest municipal
bankruptcy in U.S. history, officials announced today.

The settlement is subject to approval by the U.S. Bankruptcy
Court and would bring the total amount recovered by the county to
$860.58 million. The cases stem from the infamous $1.64 billion
collapse of Orange County's investment pool in 1994.

The out-of-court settlement brings to a close most of the
numerous lawsuits the county filed in the case. Settlements were
reached previously with 15 other firms, whose brokers and dealers
were accused of contributing to the county's downturn.

Merrill Lynch agreed last year to pay the county $437.1 million
to settle a lawsuit accusing the firm of giving bad advice that
contributed to the financial collapse.

A lawsuit against the Standard & Poor's rating service has not
been settled and is headed for trial soon in Los Angeles. The
settlements announced Monday will have no bearing on the case,
said Leah Johnson, director of communications for the bond rating
service.

All proceeds from the lawsuit settlements will be applied to the
county's remaining debt, said Gary Burton, the county's chief
financial officer.

"We're happy to have this behind us because we're working on
financial planning and in putting good management practices in
place," Burton said. "This allows us to focus on that, rather
than bankruptcy issues."

The county would receive only 38 percent of the settlements,
which must be shared with other participants in the failed
investment pool, Burton said.

The companies that agreed to settle with the county include: Bank
of America Securities; Citibank and Citicorp Securities; Fuji
Securities; Lehman Brothers; PaineWebber; Prudential Securities;
Smith Barney; Cantor Fitzgerald Securities Corp.; Daiwa
Securities America Inc.; Donaldson Lufkin & Jenrette Securities
Corp.; Kidder, Peabody & Co.; Sanwa Securities USA.

PARAGON TRADE: Hearing on Exclusivity Extension
-----------------------------------------------
The debtor, Paragon Trade Brands, Inc. filed its eighth motion
seeking to further extend the exclusive periods to file a plan of
reorganization and to solicit acceptances thereto.  A hearing on
the motion shall be held on June 18, 1999 at 2:00 PM in Courtroom
1204, U.S. Courthouse, 75 Spring Street, SW, Atlanta, Georgia.


PENNCORP FINANCIAL: Seeks To Amend Sales Agreement Of Division
--------------------------------------------------------------
On May 28, 1999, PennCorp Financial Group, Inc. announced that it
had agreed in principle, subject to consent of its Board of
Directors and the lenders in its senior bank facility, to
amendments to the definitive agreement to sell its Career Sales
Division and related assets to Universal American Financial Corp.

The amendments address certain of the pre-closing conditions
including the reserve deficiency relating to the disability
income business of Pennsylvania Life Insurance Company and
converts the transaction to an all cash purchase price.  If
approved, the amendments would reduce the purchase price from an
aggregate of $175 million, consisting of $136 million in cash and
$39 million initial principal amount of subordinated notes of
Universal American, to $137 million in cash, including $6.5
million of cash dividends to be paid by one of the Career Sales
Division subsidiaries to PennCorp.

In addition, the amendments would eliminate all purchase price
adjustments relating to disability income claim reserves of
Pennsylvania Life Insurance Company, one of the companies
included in the Career Sales Division, indemnification
obligations related to adequacy of reserves, and the closing
obligation relating to the sale of Union Bankers Insurance
Company's comprehensive medical block of business.  Universal
American has filed an amendment to its proxy statement that is
currently being reviewed by the Securities and Exchange
Commission to reflect the terms of the amended purchase
agreement.

PennCorp Financial Group, Inc. is an insurance holding company.
Through its subsidiaries, the company underwrites and markets
life insurance and accident and sickness insurance to the middle
market through the United States and Canada.


PHP HEALTHCARE: Seeks Order Setting Confirmation Hearing
--------------------------------------------------------
A hearing to consider approval of the Disclosure Statement of the
debtor, PHP Healthcare Corporation, will be held on June 25,
1999.  The debtor seeks a date, time and place for a hearing to
consider the confirmation of the joint plan of liquidation for
PHP Healthcare Corporation.  

The debtor seeks the scheduling of a hearing to consider
confirmation of the plan for August 3, 1999 at 2:00 PM.


POWER PLUS: Reorganization Plan Wins Conditional Approval
---------------------------------------------------------
Investing is the priority for Power Plus Corporation, a public
company listed on the Over-The-Counter Electronic Bulletin Board
in the United States, and until recent on the Alberta Stock
Exchange in Canada. The primary activities of the company fall
into two categories: investing in operating companies; and,
carrying on business through subsidiary operating companies.
Power Plus Corporation has been the parent of subsidiaries that
hire employees, procure merchandise for resale, purchase or build
capital assets and carry on business.  Since its inception, Power
Plus Corporation has invested in specialty retail businesses
operating in Canada and the US, primarily selling batteries and
battery-related products, wireless telecommunications products
and portable fashion electronics.

On May 1, 1988 Power Plus acquired all of the issued and
outstanding shares of Battery One-Stop International Inc.,
("BOSI") a private company, and changed its name to "Battery-One-
Stop Inc."  In November 1992, Power Plus formed two US wholly
owned subsidiaries. First Olympia Holdings Inc., a US limited
liability company, has never been active in carrying on a
business. The second, Batteries Etc., Inc. ("Etc.") was
incorporated for the purpose of operating a US specialty retail
business of marketing and selling batteries and certain battery-
powered products. On November 8, 1994 the
company changed its name to Battery One, Inc.

In December 1995, BOSI made a voluntary assignment into
bankruptcy pursuant to the Bankruptcy and Insolvency Act Canada.
Also in December 1995, Etc. made a voluntary petition seeking
protection under Chapter 11 of the United States Bankruptcy Code
that was subsequently converted to a Chapter 7 filing in January
1996.

Shareholders approved, at the annual and special shareholders'
meeting held on 21 January 1999, the proposed reorganizational
proceedings of the company. The shareholders resolved, subject to
regulatory approval, to change the name of the company to "PPC
Capital Corp"; to authorize the consolidation of the common
shares of the company on the basis of one common share for each
five common shares previously outstanding; to authorize a
reduction of the stated capital of the company by $20,700,000
effective 31 January 1999; and to authorize the conversion of
secured debt of the company in an amount of up to $5,000,000 into
post-consolidation common shares of the company at a conversion
price of $0.10 per post-consolidation common share.  Additionally
the shareholders voted to authorize the conversion of certain
other debts of the company in an amount of up to $340,000 into
post-consolidation common shares at a conversion price of $0.10
per post-consolidation share; and, to approve the payment of a
finder's fee in the amount of $121,230 by issuing up to 1,212,300
post-consolidation common shares at a conversion price of $0.10
per post-consolidation common share.

Conditional regulatory approval to the 1999 reorganization plan
was granted on 29 April 1999 and, over the next three months, the
company will be proceeding to implement the plan.  The company
also will seek a professional opinion as to the extent and
applicability of the company's substantial tax loss carry
forwards.

In the circumstances of these reorganizational proceedings the
Alberta Stock Exchange has been conducting a review of the
financial affairs of Power Plus to ascertain whether it was
maintaining continued listing requirements. The Exchange
determined that Power Plus, having divested what the Exchange
considered to be substantially all of its operating assets, did
not meet the continued listing requirements and, therefore,
trading of the company's shares was suspended at the close of
business on 30 April 1999.


PREMIER LASER: Debentures Issued, Warrants Change Price
-------------------------------------------------------
On May 17, 1999, Premier Laser Systems, Inc. entered into a
secured convertible debenture purchase agreement with certain
investors pursuant to which it has issued $4,000,000 of secured
convertible debentures. The Debentures carry a six percent
interest rate and are convertible into shares of the company's
Class A Common Stock at a rate that will be determined at the
time of conversion.  The price, however, must be in the range of
$1.50 to $3.135 per share, subject to certain antidilution
provisions and other conditions. The company received $2,000,000
of the purchase price of the debentures, less expenses, and the
remaining $2,000,000 will be received upon the declaration of
effectiveness by the Securities and Exchange Commission of
registration statement filed by the company to register the
resale of the underlying shares of common stock.

In connection with this transaction, Premier Laser issued to the
investors and other persons warrants expiring 2004 to purchase an
aggregate of 100,000 shares of common stock, at an exercise price
of $3.135 per share.  Because the debentures are convertible into
common stock at a conversion price that is less than the
prevailing market price of the common stock, the company is
required, under the warrant agreement governing its outstanding
Class B warrants, to adjust the exercise price of the Class B
warrants. As a result of this adjustment, the exercise price for
the Class B warrants has been reduced to $7.8904 per warrant.
Since the conversion price of the debentures may change over
time, the exercise price of the Class B warrants may be further
adjusted (decreased or increased) in the future, in accordance
with the terms of the company's warrant agreement. If the
debentures are repaid by the company without having been
converted into common stock, the adjustment to the Class B
warrant exercise price described will be revoked.


SGL CARBON: Seeks Extension of Exclusive Period
-----------------------------------------------
The debtor, SGL Carbon Corporation seeks an extension of the
exclusive period in which to solicit acceptances to a plan of
reorganization to and including October 12, 1999.  

A hearing will be held on July 1, 1999 at 11:00 before the
Honorable Joseph J. Farnan, Jr., in the J. Caleb Boggs Building,
844 King Street, Wilmington, Delaware 19801.

Because the debtor filed its plan of reorganization on the
Petition Date, it does not seek an extension of the time within
which to file a plan, but seeks only an extension of the time
within which to seek acceptances to its plan.  The debtor
believes that the results of an ongoing Department of Justice
investigation will significantly hasten the debtor's ability to
achieve a successful reorganization.


SGSM ACQUISITON: Seeks Approval of Purchase and Assignments
------------------------------------------------------------
The debtor, SGSM Acquisition Company, LLC seeks entry of an order
approving the agreement for purchase and assignment of leasehold
interests at three locations with MarketFare.

The agreements are as follows:

Agreement for Purchase and Assignment of Leasehold Interest With
MarketFare Annunciation LLC; authorizing the sale, assumption and
assignment of Store No.6 located on Annunciation Street, New
Orleans, LA, and sale of inventory and leased capital equipment
located on the leased premises.  The purchase price is $80,000
subject to competing overbids.  If qualified overbids are
received the debtor will conduct an auction on June 9, 1999.

Agreement for purchase and assignment of Leasehold Interest with
MarketFare N. Broad LLC authorizing the sale, assumption and
assignment of Store No. 7 Lease, 300 North Broad, New Orleans, LA
and sale of inventory and leased capital equipment located on the
leased premises.  The purchase price is $450,000, subject to
competing overbids.  If qualified overbids are received the
debtor will conduct an auction on June 9, 1999.

Agreement for purchase and assignment of leasehold interest with
MarketFare St. Claude, LLC authorizing the sale assumption and
assignment of Store No. 1 Lease, St. Claude Ave., New Orleans,
LA. And sale of inventory and leased capital equipment.  The
purchase price is $450,000, subject to competing overbids. If
qualified overbids are received the debtor will conduct an
auction on June 9, 1999.

Agreement for purchase and assignment of leasehold interest with
MarketFare Claiborne LLC authorizing the sale assumption and
assignment of Store No. 24 Lease, 8103 S. Claiborne Avenue, New
Orleans, LA, and sale of inventory and leased capital equipment
located on the leased premises. The purchase price is $650,000,
subject to competing overbids.  If qualified overbids are
received the debtor will conduct an auction on June 9, 1999.


SYNCRONYS SOFTCORP: Files Financial Information For Tenth Month
---------------------------------------------------------------
On May 17, 1999 Syncronys Softcorp filed its tenth monthly
interim statement and debtor in possession operating report for
the period: April 1, 1999 through April 30, 1998.  Sales were
reported at $1.3 million with a net loss of $17.1 million.  
Salaries and wages accounted for the largest share of operating
expenses at $19,750.


UNITED COMPANIES: Extension Of Time To File Financial Statements
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an
order granting an additional extension through June 2, 1999 to
file statements of financial affairs and schedules of assets,
liabilities, executory contracts and unexpired leases.  


UNITED COMPANIES: Rejection of Unexpired Leases
-----------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an
order authorizing the rejection of thirty-five unexpired leases
and sublease of nonresidential real property effective as of May
31, 1999.


                     **********

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
or publication in any form (including e-mail forwarding,
electronic re-mailing and photocopying) is strictly
prohibited without prior written permission of the
publishers.   

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
balance thereof are $25 each.  For subscription
information, contact Christopher Beard at 301/951-6400.  
       
          * * *  End of Transmission  * * *