TCR_Public/990803.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
     
      Tuesday, August 3, 1999, Vol. 3, No. 148                                              
                           
                    Headlines

AIRADIGM: Files For Bankruptcy Protection
AL TECH: Court Approves Emergence From Bankruptcy
AMERICAN MOBILE SATELLITE: IPO Registered With SEC
AMERICAN PAD & PAPER: Releases Disappointing 2nd Quarter Results
AQUAGENIX: Extension of Time to File Financials

ATC GROUP: Interim Nod To Use $1.68M Under $40M DIP Pact  
BMJ MEDICAL MANAGEMENT: Year-End 1998 Losses Disclosed
CAI WIRELESS: MCI WorldCom Owns 62% Of CAI's Outstanding Shares
CERES GROUP: Turkey Vulture Fund Sells 134,997 Shares
CROWN BOOKS: Order Approves Commitment for Exit financing

FILENE'S: Loses $6.4 Million In First Quarter
FIRSTPLUS FINANCIAL: Hearing on Disclosure statement
GARDEN BOTANIKA: Hearing on Exclusivity Extension
GIBSON GREETINGS: Annual Meeting On For August 26, 1999
GOSS GRAPHIC: Announces Agreement With Creditors To Restructure

GUNTHER INTERNATIONAL: Annual Meeting Scheduled For September
HECHINGER: Committee Applies to Retain PricewaterhouseCoopers
HECHINGER: Members Of Committee of Unsecured Creditors
JAY JACOBS: More Trouble On The Way
LATTICE SEMICONDUCTOR: Revenue & Net Income Down In Fiscal 1999

LLOYD'S SHOPPING: Insurance Premium Finance Agreement
LOEHMANN'S: Liquidation Sale Starts July 31
NATIONAL HEALTH: Order Authorizes Counsel
NEVADA BOB'S: Announces Signing of Agreement
NEW DEAL PROJECTS: Hearing to Dismiss Case

NU-KOTE HOLDING: Judge and Jury Side With Hewlett-Packard
NU-KOTE HOLDING: Lender Seeks Emergency Adequate Protection
PHILIP SERVICES: Committee Taps Blank Rome Comisky & McCauley
PHILIP SERVICES: Committee Members
PHILIP SERVICES: Committee Taps Loeb Partners

PLUMA, INC: Order Authorizes Employ of Accountants
SALANT CORP: 18% Of Stock Held By High River Limited Partnership
SERVICE MERCHANDISE: DIP Shows Loss For Month Of June
SILICON GAMING: DDJ Capital & Company Sign Letter Of Intent
SIZZLER INT'L: Collins To Retire As Board Chairman In August

SPORTS AUTHORITY: Slumping Sales
SYSTEMSOFT CORP: Hearing on Disclosure Statement
SYSTEMSOFT CORP: Files Plan Of Reorganization
TOUCH 1: DirecTEL Parent Company to Emerge From Bankruptcy
TRISM INC: Delisted From NASDAQ

VIDIKRON: Considers Liquidation
WESTERN FIDELITY: Court Grants Trustee's Motion For Auctioneer
WESTMORELAND COAL: Sells Bullitt Preparation Plant
Z. FREDERICK: Last Day For Filing Proofs of Claim

Meetings, Conferences and Seminars

             **********

AIRADIGM: Files For Bankruptcy Protection
-----------------------------------------
Airadigm Communications, Inc. owes more than $ 160 million to
creditors that include the Oneida Indian tribe and the Federal
Communications Commission.  Airadigm was seeking Chapter Eleven
bankruptcy protection to secure new financing. The communications
company plans to continue to providing service to its 13,000
customers. Its major markets include Madison, Green Bay, the Fox
Valley and Sheboygan.

Federal court documents in Madison show Airadigm owes about $57
million to Ericcson Inc., a Swedish telecommunications equipment
company, $40 million to the Oneida Development Authority for
loans and $60 million for its license from the FCC. Airadigm's
assests have not been disclosed.  Airadigm began marketing
wireless communications services in March 1997 using the brand
name Einstein PCS.


AL TECH: Court Approves Emergence From Bankruptcy
-------------------------------------------------
The Buffalo News reports on July 31, 1999 that AL Tech Specialty
Steel Corp. in Dunkirk got the go-ahead Friday to emerge
from its 11/2-year bankruptcy reorganization as a smaller -- but
viable -- steelmaker, with an expected $ 14.5 million in fresh
capital from the Empire State Development Corp.

"Hopefully this result is good both for the parties and the
community," U.S. Bankruptcy Judge Carl Bucki said.

Bucki approved a plan that erases millions of dollars in debts
but preserves AL Tech's 230 remaining jobs in Dunkirk, with the
hope it can recover to its former 500-job level.

Pending final approval of settlements between the company and
creditors, the action ends AL Tech's bankruptcy reorganization
and clears the way for its return to profitability, company
officials said.

Lawyers for the company and the United Steelworkers of America
called the complicated plan a "miracle" that balanced the
interests of Korean and U.S. lenders, a costly environmental
cleanup, hundreds of workers and about 1,500 retirees who depend
on pension and medical benefits. Unable to pay suppliers, the
maker of stainless steel bar, rod and wire filed for Chapter 11
reorganization on Dec. 31, 1997, listing assets of $ 90 million
and debts of $ 231 million. About $ 52 million of its debts were
inherited through a merger with a sister company owned by AL
Tech's Korean parent, Sammi Steel Co.

"You simply don't see any companies in this industry that survive
under those circumstances," said Steven Presser, a principal in
Keilin & Co., a New York investment bank hired by the
steelworkers to save the company from liquidation.

The highlights of the reorganization plan include:

Sale of the Dunkirk plant to an unnamed "Newco" controlled by
employees and by Atlas Steel Co. of Ontario, a major supplier.
Atlas will pay $ 2.5 million and forgive $ 42 million in unpaid
bills. Employees will take undetermined pay and benefit cuts.
Newco will shoulder responsibility for $ 87 million in unfunded
retiree costs, most for medical benefits.

Payment of nearly all of an expected $ 16 million to $ 19 million
bill for environmental cleanup at the Dunkirk plant and a sister
plant near Albany. Buyers and former owners of the properties
will pay the state environmental fund, and a shell company will
administer the cleanup of metal-contaminated ground-water.

Infusion of a $ 2 million grant and $ 12.5 million loan from the
Empire State Development Corp. to replace obsolete equipment. In
addition, the state will accept a reduced collateral position on
$ 2.5 million AL Tech still owes on a loan dating to the 1970s.
Another $ 2 million in long-term loans plus a credit line will be
arranged by Keilin & Co. Unsecured creditors owed more than $ 5
million will divide a pool of $900,000.Secured lenders, or those
holding liens against AL Tech's assets, will get varying amounts
depending on their settlements with the company. The
restructuring will give Newco $ 10 million in operating funds and
enough capital to replace its decades-old production equipment,
Presser said, a must if it is to return to profitability.

The plan predicts Newco will generate sales of $ 40 million to
$50 million in its first year, compared to AL Tech's average of
$100 million in annual sales before its bankruptcy.

"You're talking about a smaller company," Presser said. AL Tech's
extrusion operations in Watervliet will be sold to Spanish
steelmaker Tubacex SA for $ 1.5 million plus payments for
inventory and environmental remediation.

The two-day hearing that ended Friday focused on the $ 50 million
in debts AL Tech inherited through its merger with Sammi AL Tech,
a sister company. Parent Sammi Steel Co. of Korea merged the
operations in April 1997. Sammi AL Tech acted as sales agent for
Sammi in the U.S., St. George testified. Unable to meet interest
payments on its debt load after Sammi went bankrupt, it was
merged with AL Tech. In addition to an unbearable debt load, the
merger gave AL Tech ownership of a Palm Springs condominium and
golf club membership perks used by Sammi
officials.

It's undetermined whether the new company will take the AL Tech
name or a version of it, he said. Under the reorganization plan,
a seven-member board of directors will run the company and
appoint a new chief executive.

The United Steelworkers and Atlas Steel will each chose two
directors.  Salaried workers will chose one and AL Tech creditors
-- who will own 12 percent of Newco stock -- will chose one. The
seventh director will be the chief executive chosen by the board.

Stock will build up in employee accounts in an Employee Stock
Ownership Plan according to their rate of pay, Presser said. Of
the 44 percent share of Newco owned by employees, union workers
will own 80 percent and managers 20 percent, he said. Atlas --
another former Sammi unit that underwent reorganization in
Canada -- will own the remaining 44 percent of Newco.

AL Tech was formed in 1976 when managers at Allegheny Ludlum
Steel Corp. bought the firm's bar products division. The company
was sold to Chicago-based GATX in 1981, to Rio Algom Ltd. of
Toronto in 1986, then to Sammi Steel Co. Ltd. of Korea in 1989.


AMERICAN MOBILE SATELLITE: IPO Registered With SEC
--------------------------------------------------
XM Satellite Radio Holdings Inc., a wholly owned subsidiary of
American Mobile Satellite Corporation, has filed a registration  
statement with the Securities and Exchange Commission for an
initial public offering of common stock. The offering will be
underwritten by joint-book-running managers Bear, Stearns & Co.
Inc. and Donaldson, Lufkin & Jenrette, and co-managed by Deutsche
Banc Alex. Brown and Merrill Lynch.

XM Satellite Radio is developing a new band of radio.  The
service will deliver up to 100 channels with digital-quality  
sound from coast to coast directly from its satellites to
listeners in their cars and at home. XM Satellite Radio plans to
offer an innovative mix of music, talk, news, sports and
children's formats for $9.95 a month.

Headquartered in Washington, DC, XM Satellite Radio has one of
only two satellite digital audio radio service licenses, awarded
by the Federal Communications Commission in October 1997. XM's
investors include industry leaders Clear Channel Communications
Inc.; DIRECTV, Inc., a unit of Hughes Electronics Corporation;
The General Motors Corporation; and a private investment group
comprised of Columbia Capital, Telcom Ventures L.L.C., and
Madison Dearborn Partners, which together recently invested
$250 million in the company.

The securities may not be sold nor offers to buy be accepted
prior to the time the registration statement is declared
effective by the Securities & Exchange Commission.


AMERICAN PAD & PAPER: Releases Disappointing 2nd Quarter Results
----------------------------------------------------------------
American Pad & Paper Company's financial results for the second
quarter ended June 30, 1999 showed a net loss of $14.2 million,  
compared to a net loss of $55.9 million, in the second quarter of
1998. Second quarter 1999 net revenue was $134.1 million, versus
net revenue of $146.7 million in the second quarter of 1998.

For the first six months of 1999 the company reported a net loss
of $26.9 million, compared to a net loss of $58.0 million in the
first half of 1998.  Net revenues for the first six months of
1999 were $271.7 million, versus net revenue of $308.3 million
for the first half of 1998.  Last year's performance was  
impacted by a $41.0  million write-down of goodwill taken in the
second quarter.

"Revenue performance was somewhat below expectations due to AMPAD
Division volumes being lower than anticipated.  This was caused
by inventory reduction initiatives taken at some retail customers
very late in the quarter.  Additionally, the Williamhouse
Division experienced somewhat softer demand in a highly
competitive pricing environment," said James W. Swent III, Chief
Executive Officer of the Company.  "Plant rationalization
initiatives, tight expense controls and the sale of a real
estate asset in Chicago helped drive EBITDA performance above our
plan for the quarter."

"The company's recovery plan is on track for the first half of
1999 despite a very challenging market environment.  Our efforts
to reduce costs and improve margins are taking hold and should
drive performance improvements as we head into the seasonally
stronger second half of the year," said Mr. Swent. "The keys to
success in the second half of 1999 will be completing our plant
rationalization plan, increased marketing-sales efforts, new
product introductions and remaining focused on rebuilding our
base of business with existing and new customers."

American Pad & Paper Co., which invented the legal pad in 1888,
is a leading manufacturer and marketer of paper-based office
products in North America.  Product offerings include envelopes,
writing pads, file folders, machine papers, greeting cards and
other office products.  The key operating divisions of the
company are Williamhouse, AMPAD, and Creative Card.  Company
revenues in 1998 were $662 million.


AQUAGENIX: Extension of Time to File Financials
------------------------------------------------
The US Bankruptcy Court for the Southern District of Florida has
entered an order extending the time in which to file a statement
of financial affairs and schedules.

The debtor shall file its statement of financial affairs and
schedules on or before August 2, 1999.


ATC GROUP: Interim Nod To Use $1.68M Under $40M DIP Pact  
--------------------------------------------------------
ATC Group Services Inc. won court authorization to borrow up to
$1.68 million pending an Aug. 2 subsequent interim hearing on its
bid to borrow $38 million on an interim basis under a $40 million
facility with its pre-petition lenders led by Bankers Trust Co.
Following an initial preliminary hearing on July 27, the U.S.
Bankruptcy Court in Manhattan found that "the Debtors' critical
need for financing is immediate." The court's July 28 order also
authorizes ATC to use the cash collateral of its lenders,
who have consented to such use. Judge Jeffrey Gallet (S.D.N.Y.)
said that the first interim order "is intended to serve the
limited purpose of allowing the debtors to pay their employees
and continue to conduct business through Monday August 2,
1999." In addition to continuing the interim hearing until Aug.
2, the court scheduled the final hearing on the DIP financing
agreement for Aug. 10. (The Daily Bankruptcy Review and ABI
Copyright c July 30, 1999)    
  

BMJ MEDICAL MANAGEMENT: Year-End 1998 Losses Disclosed
------------------------------------------------------
Having declared Chapter 11 bankruptcy on December 17, 1998, BMJ
Medical Management, Inc. and five of its subsidiaries,
(collectively, the debtors) has operated as debtor-in-possession.  
Recently filed financial information for the three months, and
nine months, ended December 31, 1998, shows net losses of
$27,907,000 and $32,961,000 respectively.  This compares to the
same three and nine month period of 1997 when losses were
$22,713,000 and $30,382,000, respectively.

Reported revenues for the three months ended December 31, 1998
were $16,956,000 and for the nine month period $51,670,000.  For
the three month period ended December 31, 1997 revenues were
$16,526,000 and for the nine month period, $32,505,000.


CAI WIRELESS: MCI WorldCom Owns 62% Of CAI's Outstanding Shares
----------------------------------------------------------------
Beneficial ownership of 10,684,140 shares of CAI Wireless Systems
Inc. has passed to MCI WorldCom.  This represents approximately
62.0% of the outstanding shares, based upon the number of shares
outstanding as of June 21, 1999.

MCI WorldCom has sole voting and investment power over the
shares, provided that MCI WorldCom has agreed in the merger
agreement to vote its shares in favor of the merger.

Numerous purchases of CAI common stock were made in the month of
July by MCI Worldcom.  All such purchases were made on the open
market through a broker and all transactions included a broker
fee.  On July 2, 1999, MCI WorldCom purchased 2,500 shares at a
purchase price of $27.675 per share for an aggregate cost of
$69,187.50. On July 6, 1999, MCI WorldCom purchased 76,500
additional shares at a purchase price of $27.95 per share
for an aggregate cost of  $2,138,175.00. On July 7, 1999, MCI
WorldCom purchased 5,000 additional shares at a purchase price of
$27.925 per share for an aggregate cost of $139,625.00. On July
9, 1999 MCI WorldCom purchased 41,000 additional shares at a
purchase price of 27.925 per share for an aggregate cost of
$1,144,925.00. On July 12,1999, MCI WorldCom purchased 1,500
additional shares at a purchase price of $27.925 per share
for an aggregate cost of $41,887.50. On July 13, 1999, MCI
WorldCom purchased 2,500 additional shares at a purchase price of
$27.925 per share for an aggregate cost of $69,812.50.

Additionally, on July 9, 1999, MCI WorldCom acquired  2,270,715
shares under the Second Agreement with CAI.  Under that agreement
the shares were purchased at a price less than the merger
consideration of $28.00 per share.  On June 4, 1999, MCI WorldCom
acquired 8,284,425 shares under the First Agreement.  In
accordance with that agreement, the shares were purchased at a
price less than the merger consideration of $28.00 per
share.

As of July 27, 1999, MCI WorldCom used an aggregate amount of its
available funds totaling $3,603,612.50 to make the open market
purchases through that date.  MCI WorlCom indicates it may expend
more funds in the future to make additional purchases.

MCI WorldCom expects to exercise its rights as a shareholder of
CAI and submit proposals to shareholders of CAI to (1) remove the
current board of directors, (2) amend the Bylaws of CAI to, among
other things,  provide for a board of directors consisting of two
members, and (3) elect two or more of its own nominees.  The
proposals are expected to be submitted to shareholders at a
special meeting, which may be the same meeting CAI is
required to call for shareholders to consider and vote upon the
merger with a wholly-owned subsidiary of MCI WorldCom.  In the
event the merger is not approved by shareholders, MCI WorldCom
expects to review its alternatives with respect to CAI, which may
include,  among other things, resubmitting the proposed merger  
between CAI and a wholly owned subsidiary of MCI WorldCom, and/or
submitting a merger  agreement on different terms between
CAI and MCI WorldCom or one of its subsidiaries.

MCI WorldCom indicates it may also explore other forms of
transactions with CAI or its subsidiaries, which may include
stock sales, commercial transactions, or other types of
transactions. CAI has previously reported that it believes it has
sufficient cash to fund its capital requirements through November
1999 and that, if the merger is not approved, CAI would not have
sufficient cash to implement its business plan. In view
of CAI's liquidity needs, MCI WorldCom may propose to CAI that
MCI WorldCom invest additional capital in CAI in exchange for
additional CAI shares of capital stock. These additional shares,
if so acquired, might result in MCI WorldCom's ownership of an
aggregate  number of shares that would be sufficient to approve
the merger.

Further, MCI WorldCom plans to review the businesses of CAI and
make such changes as it deems appropriate at the time, which
could include causing CAI to enter into commercial transactions,
joint ventures, asset sales or other possible transactions.


CERES GROUP: Turkey Vulture Fund Sells 134,997 Shares
-----------------------------------------------------
Turkey Vulture Fund XIII, Ltd., an Ohio limited liability
company, reports the sale of 134,977 shares of common stock,
$0.001 par value, of Ceres Group, Inc., a Delaware corporation.  
The Fund beneficially owns 1,646,388 shares, assuming full
exercise of the Equity Warrants and the Guaranty Warrant owned by
the Fund and Mr. Richard M. Osborne, or approximately
11.5% of the outstanding shares. As sole manager of the Fund, Mr.
Osborne may also be deemed to beneficially own all the shares.
Because of the voting agreement and stockholders agreement, the
Fund and the other parties to the agreements may be deemed to be
a group within the meaning of Section 13(d)(3) of the Exchange
Act. If such parties are deemed to be a group the Fund may be
deemed to beneficially own 14,753,391 shares, or approximately
79.3% of the shares that would be outstanding if each
party had exercised their respective outstanding rights to
purchase shares. The Fund disclaims beneficial ownership of the
shares held by the other parties.

The open market sales transaction by Turkey Vulture Fund XIII,
LTD. were made on June 17, 1999, 4,500 shares at $10.00 per
share; July 2, 1999, 5,500 shares at a per share price of
$9.3125; and July 12, 1999, 124,977 shares at $9.05 per share.


CROWN BOOKS: Order Approves Commitment for Exit financing
---------------------------------------------------------
On July 26, 1999, the US Bankruptcy Court for the District of
Delaware entered an order approving a commitment letter for exit
financing with Paragon Capital LLC and Foothill Capital
Corporation.


FILENE'S: Loses $6.4 Million In First Quarter
---------------------------------------------
The New York Post reports on July 28, 1999, that the retailer
lost $9 million last year, and $6.4 million in the first quarter
of this year alone.   Struggling Filene's Basement staved off
disaster with a new line of credit yesterday - but its troubles
aren't over.   Despite denials from the company, sources say
Chairman and CEO Sam Gerson has told them he will shut 12 of the
51 Filene's Basement stores around the U.S.  The discounter has
two stores in Manhattan.

Filene's Basement still has to convince nervous vendors that it
is not on the brink of bankruptcy, and they can start shipping
merchandise again. Some stopped shipping last week, spooked by
word that Filene's Basement was shopping for a new credit line,
with two years to go on the old one. A Filene's Basement
spokesperson said the new, $125 million credit line from
G.E. Capital and Paragon Capital was simply a better loan.

But industry sources are speculating that the old lender,
BankBoston Retail Finance, wanted out of the deal.  BankBoston
refused to comment. But last month it hiked Filene's Basement's
interest rate and demanded that the retailer accept new
restrictions.  Vendors and investors have been worried about
Filene's Basement for some time. The retailer lost $9 million
last year, and $6.4 million in the first quarter of this year
alone, as it marked down merchandise that wasn't moving.

The stock is now trading at 17/32, although it gained 3/16 after
the news of the new loan hit.  Some in the retailing community
compare Filene's Basement's troubles to bankrupt Loehmann's.

"They got away from what they were good at, marking down high
quality merchandise," said one source. "The clothes they were
offering were lower in quality."

Filene's is now attempting to remake itself. Earlier this year,
it launched a new concept called "Aisle 3." Aisle 3 stores, open
only on weekends, sell higher quality apparel and home
accessories.  The new stores, in Rockland County, New Jersey and
Maryland are doing well so far, and the company plans to open
several more by the end of the year.


FIRSTPLUS FINANCIAL: Hearing on Disclosure statement
----------------------------------------------------
The hearing to consider the approval of the disclosure Statement
of Firstplus Financial, Inc., debtor, will be held on September
24, 1999 at 9:30 AM before the Honorable Harold C. Abramson, US
Bankruptcy Court, 1100 Commerce Street, 14th Floor, Courtroom No.
2, Dallas, Texas.


GARDEN BOTANIKA: Hearing on Exclusivity Extension
-------------------------------------------------
The debtor, Garden Botanika, Inc. filed a motion to extend plan
exclusivity periods to February 29, 2000 (time in which to file
plan) and May 1, 2000 (time in which to obtain acceptance of
plan).

A hearing on the motion will be held on Friday, August 13, 1999
at 11:00 AM before the Honorable Karen A. Overstreet at the US
Bankruptcy Court, Room 427, Park Place Building, 1200 Sixth
avenue, Seattle, Washington.  


GIBSON GREETINGS: Annual Meeting On For August 26, 1999
-------------------------------------------------------
The annual meeting of stockholders of Gibson Greetings, Inc. will
be held at the Metropolitan Club, 50 E. RiverCenter Blvd.,
Covington, Kentucky, at 11:00 a.m. Eastern Daylight Time, on
August 26, 1999.  Stockholders in attendance, and those sending
in their proxies, will be voting to elect three directors;
approve the Gibson Greetings, Inc. 1999 Stock Incentive
Plan; and to consider, if presented at the meeting, a stockholder
proposal.  Stockholders of record at the close of business on
July 9, 1999 are entitled to receive notice of, and to vote at,
the meeting.

The full text of the proxy statement may be found at
http://www.sec.gov/cgi-bin/srch-edgar?0000950152-99-006214on the  
Internet, free of charge.


GOSS GRAPHIC: Announces Agreement With Creditors To Restructure
---------------------------------------------------------------
Las Vegas Review-Journal (Las Vegas, NV) reports on July 31, 1999
that printing press giant Goss Graphic Systems Inc. of Westmont,
Ill., announced Friday that it has reached an agreement with its
creditors to restructure the company under Chapter 11 of the
federal bankruptcy law.

In a news release, Goss said it filed for Chapter 11 protection
in U.S. Bankruptcy Court in Delaware Friday after its noteholders
agreed to exchange $225 million in notes for a new $ 112.5
million note and new company stock.  Additionally, the company's
lenders and its principal stockholder, Stonington Partners,
agreed to provide an additional $ 100 million in capital.

Goss, the world's leading manufacturer of printing press
equipment, is installing a $ 40 million press at the Review-
Journal. Goss officials said the restructuring agreement will
allow it to continue with that and its other projects around the
world.


GUNTHER INTERNATIONAL: Annual Meeting Scheduled For September
-------------------------------------------------------------
Notice is being given by Gunther International, Ltd. that the
1999 annual meeting of stockholders of will be held at Loew's New
York Hotel, 569 Lexington Avenue, New York, New York on Thursday,
September 9, 1999 at 10:30 a.m., local time.  The meeting will
convene to elect a Board of seven Directors to serve until the
next annual meeting of stockholders or until their respective
successors are elected and qualified; to act upon a
proposal to adopt the Gunther International, Ltd. Directors'
Equity Plan; to ratify the appointment of Arthur Andersen LLP as
the company's independent accountants for the fiscal year ended
March 31, 2000; and to act on any other matters that may arise.

The Board of Directors has fixed the close of business on July
15, 1999 as the record date for the determination of the
stockholders entitled to notice of and to vote at the annual
meeting. The entire proxy statement may be found at
http://www.sec.gov/cgi-bin/srch-edgar?0000914039-99-000338on  
the Internet, without charge.


HECHINGER: Committee Applies to Retain PricewaterhouseCoopers
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of the debtors,
Hechinger Investment Company of Delaware, Inc. et al. seeks to
hire PricewaterhouseCoopers LLP as its accountants and financial
advisors. The firm will charge its customary hourly rates:

Partners and directors $440-$515
Managers $330-$380
Senior Associates $250-$285
Associates $185-$200
Analysts $130-$150
Support $80-$85


HECHINGER: Members Of Committee of Unsecured Creditors
------------------------------------------------------
Teachers Insurance and Annuity Association
The Sherwin Williams Company
K-Mart Corporation
The Scotts Company
Masco Corporation
HSBC Bank USA
Morgan Stanley Dean Witter


JAY JACOBS: More Trouble On The Way
-----------------------------------
According to a report in the Seattle Post-Intelligencer on July
31, 1999, it is an unstable period, once again, for Jay Jacobs.
After years of struggling and shifts in its target market, the
report announces that Seattle-based retailer sent up warning
flares.

"The company's situation is unstable, and material developments
may occur quickly over the next few weeks," the company said in
an announcement released from corporate headquarters at Fifth
Avenue and Pine Street. Those changes could come as early as
Monday, said Rex Steffey, president and chief executive officer.

If additional capital is not found, "other companies in these
circumstances have filed for bankruptcy protection of one sort or
another - and that is possible, also," Steffey said.

"It is also possible that somebody would buy the company and take
care of the problems."

Jay Jacobs has been working with its primary lender, Finova
Capital of Phoenix, which has agreed to hold off acting against
the company for defaults in payments, Steffey said. Jay Jacobs
disclosed its difficulties after reporting a 10 percent decline
in same-store sales during May and June. It was only the latest
in a series of problems that Jay Jacobs, founded in 1941, has
faced since emerging from Chapter 11 bankruptcy protection in
November 1995.  Steffey repositioned Jay Jacobs to go after young
men and women in the 18-to-34 age bracket as they headed to their
first jobs.

The next year, Nasdaq bumped Jay Jacobs stock off its National
Market System listing; the retail chain had lost money for three
of the previous four years, and its net worth had slipped below
$4 million.


LATTICE SEMICONDUCTOR: Revenue & Net Income Down In Fiscal 1999
---------------------------------------------------------------
Lattice Semiconductor Corporation designs, develops and markets
high performance programmable logic devices and related
development system software. In June 1999, the company acquired
Vantis Corporation from Advanced Micro Devices for approximately
$500 million in cash. While Vantis will remain a wholly-owned
subsidiary, its business will be integrated into Lattice's
operations.  Advanced Micro Devices has agreed to provide Lattice
with finished silicon wafers through September 2003 in quantities
based either on a rolling six-month or an annual forecast.
Lattice has committed to buy certain minimum quantities of wafers
and AMD has committed to supply certain quantities of wafers
during this period. Wafers for Lattice's products are
manufactured in the Unites States at multiple AMD wafer
fabrication facilities.

AMD has also agreed to provide the company with certain
administrative services through September 2000. These services
had been provided to Vantis prior to Lattice's acquisition and
include information technology, finance and accounting, and
certain engineering and quality support activities. These
services may be terminated, at the company's option, prior to
September 2000 with one-month notice. Prices for services are
consistent with prices paid by Vantis immediately prior to
Lattice's acquisition.

The company has also entered into an agreement with AMD in which
Lattice has cross-licensed Vantis patents with AMD patents,
having an effective filing date of June 1999, related to PLD
products. This cross-license was made on a worldwide, non-
exclusive and royalty-free basis.

Lattice Semiconductor's revenue was $200.1 million in fiscal
1999, a decrease of 19% from fiscal 1998.  Fiscal 1998 revenue of
$245.9 million represented an increase of 20% from the $204.1
million recorded in fiscal 1997. Net income decreased 26%, from
$56.6 million to $42.0 million, from fiscal 1998 to fiscal 1999,
and increased 26%, from $45.0 million, between fiscal 1997 and
fiscal 1998. Net income as a percentage of revenue was 21%,
23% and 22% for fiscal years 1999, 1998 and 1997, respectively.


LLOYD'S SHOPPING: Insurance Premium Finance Agreement
-----------------------------------------------------
The debtor, Lloyd's Shopping Centers, Inc. seeks approval of an
insurance premium finance agreement with A.I. Credit Corp. The
coverage for the shopping centers remains at $1 million per
occurrence, $2 million aggregate, with a $500 per occurrence
deductible.  Total annual premiums are $11,584.  The debtor was
required to replace its general liability insurance which its
carrier refused to renew and which , by the terms of the policy
was slated to expire on June 24, 1999.


LOEHMANN'S: Liquidation Sale Starts July 31
--------------------------------------------
Starting Saturday July 31st, the sale to liquidate thirteen
Loehmann's stores will begin.  Following the closures, the
company will operate 55 stores in 19 states.

Hilco/Great American Group was recently appointed by the US
Bankruptcy Court in Delaware as the agent to dispose of $29
million of inventory.  The going out of business sales in the
thirteen stores will commence under the direction of the
Hilco/Great American Group.


NATIONAL HEALTH: Order Authorizes Counsel
------------------------------------------
On July 21, 1999, the US bankruptcy Court for the Eastern
District of Pennsylvania entered an order authorizing the debtor,
National Health & Safety Corporation to employ Fox, Rothschild,
O'Brien  & Frankel, LLP as its attorneys, under a general
retainer.


NEVADA BOB'S: Announces Signing of Agreement
--------------------------------------------
Nevada Bob's Canada Inc., Nevada Bob's Pro Shop Inc. and GDH
International Inc. have signed a definitive agreement under which
Nevada Bob's Canada would acquire the other two parties,
according to a newswire report. The agreement was addressed in
the Nevada Bob's Pro Shop disclosure statement and reorganization
plan, filed in the District of Nevada. A confirmation hearing is
scheduled for August 25, and it is expected that the plan will
become effective within 10 days of confirmation. Nevada Bob's
Canada is in negotiations with Foothill Capital Corp. to provide
long-term financing post-merger.


NEW DEAL PROJECTS: Hearing to Dismiss Case
------------------------------------------
A hearing on the motion of the debtor, New Deal Projects LLC to
dismiss the Chapter 11 case has been adjourned from July 27, 1999
to September 9, 1999 at 9:45 AM.


NU-KOTE HOLDING: Judge and Jury Side With Hewlett-Packard
---------------------------------------------------------
On July 23, 1999, the San Jose Mercury News reports that Hewlett-
Packard Co. took a step Thursday toward winning its high-stakes
legal war over the multi-billion dollar market for printer ink
cartridges.  A San Jose federal jury on Thursday sided with Palo
Alto-based HP on most of the major issues raised in its patent
infringement and antitrust fight with Nu-Kote Holding Inc., a now
bankrupt Franklin, Tenn., company that tried to cut into HP's
hold on the lucrative cartridge market.

Perhaps most important for HP, the jury concluded that the
company had not committed any antitrust violations in its
aggressive approach to Nu-Kote's market challenge, despite a
federal judge's earlier ruling suggesting that HP may have
engaged in anti-competitive conduct.

Ending a three-month trial, the jury also sided with HP on many
of its trademark and patent infringement claims against Nu-Kote,
although it awarded only about $2 million in damages. Among other
things, jurors concluded that Nu-Kote engaged in false
advertising, which accounted for the bulk of the damages.

HP, the inventor of inkjet technology and the leading maker of
printers and cartridges, has been locked in a court fight with
Nu-Kote for five years.  The dispute dates back to 1993, when Nu-
Kote began selling systems to refill ink cartridges at a much
cheaper price than its costs to fully replace an HP ink
cartridge.

HP responded by suing Nu-Kote for $7.6 million in damages for
patent infringement, and later redesigned its cartridges so Nu-
Kote's "refilling stations" no longer worked. Nu-Kote responded
with a countersuit of $39 million, accusing HP of monopolistic
practices to maintain its hold on the market.  At one point in
the case, U.S. District Judge James Ware agreed with some
of Nu-Kote's arguments, saying the design change may have been
done to exclude competition.


NU-KOTE HOLDING: Lender Seeks Emergency Adequate Protection
-----------------------------------------------------------
Bank of America, NA, as agent for a bank group that includes
itself, Barclays Bank PLC; Commerzbank Aktiengesellschaft,
Atlanta Agency; Credit Lyonnais, NY branch, The First National
Bank of Chicago; Societe General; Deutsche Bank AG, NY branch;
ABN Amro Bank NV and First American National Bank, as Lenders,
filed an emergency motion for adequate protection.

The Lenders state that the debtors should be ordered not to draw
any further funds on the Norwest DIP without the express written
consent of the Lenders.  Such borrowings currently aggregate over
$3.6 million, and as a result of the $2 million verdict against
the debtors, with respect to patent infringement, trademark
infringement and false advertising, (and the possibility of
trebling the verdict)the lenders seek adequate protection.  The
lenders state that the debtors are grossly insolvent, that all
borrowed amounts secured by liens which prime the lenders' liens
and payments of administrative expenses result in the continued
diminution of the lenders' interest in property of the estates.


PHILIP SERVICES: Committee Taps Blank Rome Comisky & McCauley
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of the debtors,
Philip Services (Delaware) Inc., et al. is seeking approval to
employ the law firm of Blank Rome Comisky & McCauley LLP as its
counsel.

The attorneys who will be assigned t the case charge an hourly
rate ranging from $165 per hour to $395 per hour.


PHILIP SERVICES: Committee Members
------------------------------------
On July 12, 1999, the Office of the US Trustee appointed the
ofllowing members of the committee:

First Union National Bank as Indenture Trustee
Kornitzer Capital Management, Inc.
Great Plains Trust Company
Republic Environmental Systems, Inc.
Siemens Westinghouse Power Corporation
Plasma Processing Corporation
Robert M. Chiste


PHILIP SERVICES: Committee Taps Loeb Partners
---------------------------------------------
The Official Committee of Unsecured Creditors of the debtors,
Philip Services (Delaware) Inc., et al. is seeking approval to
employ Loeb Partners Corporation as its financial advisor and
investment banker.  

Since the debtors have filed their plan, within twenty days of
the filing date, it is evident that the debtors seek to exit
Chapter 11 quickly, and the Committee agrees to provide the
following services:

Reviewing the debtors' business operations including historical
financial results and future projections and assisting the
Committee in assessing the debtors' business, operating and
financial strategies.

Analyzing the financial condition, business operations and assets
and the projected ongoing operations of the debtors.

Reviewing and evaluating the debtors' plan and the proposed
distributions to the classes of claimants under the plan.

Analyzing and valuing the securities and other assets to be
distributed to each class of claimant under the debtors' plan
including the estimated trading value of any such securities.

Advising the Committee with respect to strategic options, and in
negotiating the terms of the debtors' plan.

Analyzing the financial and economic rights and interests in
relation to intercreditor issues regarding the debtor's various
claimants and the rights and obligation s of other constituencies
in connection with the debtors' estates

Analyzing and valuing the securities and other assets to be
distributed under alternatives to the debtors' plan proposed by
the Committee or other parties-in-interest or third parties and
estimating the trading value of any all securities to be issued
under proposed alternative reorganization plans. Alternatives to
the debtors' plan.

Advising the committee regarding the value of proposed
distributions to various claimants in connection with the plan.

Assisting the committee in the plan confirmation process,
including providing expert testimony relating to a transaction or
the debtors' plan or other financial matters, as s may be
required.

Rendering other financial advisory or investment banking services
as may be agreed upon by Loeb and Committee.

Loeb agrees to be retained for $50,000 per month for the first
three months, and $30,000 per month thereafter.  A minimum fee of
$150,000 is provided.


PLUMA, INC: Order Authorizes Employ of Accountants
--------------------------------------------------
By order of the US Bankruptcy Court for the Middle District of
North Carolina, Greensboro Division, the debtor is authorized to
employ Deloitte & Touche LLP as independent auditors and
accountants, nunc pro tunc to May 14, 1999.


SALANT CORP: 18% Of Stock Held By High River Limited Partnership
---------------------------------------------------------------
As of the close of business on July 26, 1999, High River
Limited Partnership, Riverdale LLC and Carl C. Icahn were
beneficial owners of 1,807,898 shares, or 18%, of the
outstanding common stock as of May 11, 1999, of Salant
Corporation.  High River has the sole power to vote and
dispose of the 1,807,898 shares of common stock beneficially
owned by it.  Riverdale, as general partner of High River,
has the shared power with High River to dispose or direct the
disposition of, the 1,807,898 shares of common stock owned
by High River.  Mr. Icahn, as the sole member of Riverdale,
also has the shared power with High River to dispose or direct
the disposition of the 1,807,898 shares of common stock owned
by High River.

The 1,807,898 shares of common stock which are beneficially
owned by the above does not include shares owned by two master
pension trust funds for which affiliates of the above act as
plan sponsors.  Those shares are managed by an independent
investment management firm unaffiliated with Riverdale,
High River and Mr. Icahn.


SERVICE MERCHANDISE: DIP Shows Loss For Month Of June
-----------------------------------------------------
Service Merchandise Co. Inc., operating as debtor-in-possession,
has released its operating report for the period commencing May
31, 1999 and ending July 4, 1999.  Revenues reported were
$195,228 with a net loss of $27,037.


SILICON GAMING: DDJ Capital & Company Sign Letter Of Intent
-----------------------------------------------------------
DDJ Capital Management, LLC, B III Capital Partners, L.P.,
and DDJ Capital III, LLC report the purchase of 1,066,460
shares, or 7.2%, of the outstanding shares of common stock of
Silicon Gaming Inc.  The shares were purchased, according to
DDJ Capital, in pursuit of a specified investment objective
established by the investors in the Funds.  DDJ and the DDJ
affiliates may continue to have the Funds purchase shares
subject to a number of factors, including, among other, the
availability of shares for sale at what they consider to be
reasonable prices and other investment opportunities that
may be available to the Funds.

DDJ and the DDJ affiliates intend to review continuously the
equity position of the Funds in the company.  Depending upon
further evaluations of the business prospects of Silicon
Gaming and upon other developments, including general economic
and business conditions and money market and stock market
conditions, DDJ and the DDJ affiliates may determine to
cease making additional purchases of shares or to increase
or decrease the equity interest in the company by acquiring
additional shares, or by disposing of all or a portion of
the shares.

On July 22, 1999, DDJ Capital Management, LLC, on behalf of the
B III Capital Partners, L.P., signed a non-binding letter of
intent with Silicon Gaming to convert a portion of the $47.25
million outstanding Senior notes held by B III into equity
and make various modifications to the terms of the remaining
Senior notes. Under the letter of intent, $39.75 million of
Senior notes would be exchanged for preferred stock that would
initially be convertible into a 57% common equity interest
in the company.  The terms of the remaining $7.5 million
of outstanding Senior notes would be modified to reduce the
interest rate from 12.5% to 10% per annum (effective July 15,
1999) and to provide for interest to be payable in-kind, at the
company's option and subject to certain coverage ratio tests,
for up to the first 5 years following the effective date of the
restructuring, at which time the Senior notes would mature.
Under the terms of the letter of intent, accrued and unpaid
interest on the Senior notes remaining outstanding following
the restructuring would be forgiven through July 15, 1999.

The letter of intent also contemplates an additional investment
by the Funds of up to $5.0 million in the form of convertible
senior secured notes.  The new notes would bear interest at
the rate of 10% per annum, payable in cash, with a maturity of
5 years.  The $5.0 million of new notes would be convertible
into a 40% equity interest in the company (subject to the
issuance of additional employee equity incentives). The new
notes would be issuable in tranches, with the first $2.0
million issued on the closing date of the restructuring.
To the extent required by the company, the remaining $3.0
million of new notes would be issued upon the achievement of
certain financial and operating hurdles.

As part of the restructuring, Silicon Gaming would allocate
38% of its equity as of the effective date to be issued as
incentive compensation to employees.  The company's current
equity holders, including all holders of options, warrants and
convertible preferred stock, would own approximately 5% of the
outstanding fully-diluted equity upon the effective date of
the restructuring (prior to the issuance of any new notes).
Certain of the company's currently outstanding warrants and
convertible preferred stock have anti-dilution rights that may
substantially reduce the portion of the equity interest that
would be allocated to holders of common stock.  As discussed
above, $39.75 million of existing notes would be convertible
in the remaining 57% of the company's outstanding equity as
of the effective date of the restructuring.  Upon issuance
of any new notes, the number of shares of common stock
allocated to the employee incentive compensation pool would
be increased so that the incentive pool would remain at 38%
of the company's equity after giving effect to the dilutive
effect of the conversion of the new notes.  In addition,
upon closing of the restructuring, the Board of Directors of
the company will be reduced to the three members, consisting
of Andrew Pascal, the President and Chief Executive Officer
of the company, and two independent directors.

The proposed restructuring is subject to a number of
conditions, including receipt by the company's board of
directors of a "fairness opinion" from an investment banking
firm, the receipt of all necessary gaming and regulatory
approvals and the negotiation and execution of definitive
documentation.  There is no assurance that the restructuring
will be successfully implemented or that there will not be
modifications to the restructuring terms.


SIZZLER INT'L: Collins To Retire As Board Chairman In August
------------------------------------------------------------
Sizzler International, Inc. reports that the man who built
Collins Foods International (now Sizzler International,
Inc.) into a major chain including KFC and Sizzler Restaurants
in the United States, Latin America, Australia and throughout
Asia will retire as Chairman of the company.

At this year's August 17th annual meeting, Collins who has
served as Chairman since November, 1968, will step down;
however, the company says he will continue to be a valuable
resource as a Director and Chairman Emeritus.

Collins served as Chief Executive Officer of Collins
Foods International from November 1968 until December 1986.
He returned as Chief Executive Officer of Sizzler International
in August 1997 to help shepherd Sizzler successfully through
Chapter 11 and back to profitability and growth.  The company
has posted profits and increased year over year financial
results for each of the last 10 quarters.

After an extensive search, a well-known restaurant industry
leader, Charles Boppell, became Chief Executive Officer of
Sizzler International.  Boppell said, "Few people in American
foodservice history have been able to grow businesses like
Jim Colins.  For decades, he has shown great insights into
better ways to serve the dining public and is a true pioneer in
managing the delivery of these concepts.  Throughout his many
years of industry leadership, he has developed an enviable
reputation for integrity and the respect of people around
the world".

Collins said, "I have been fortunate to identify promising
new ideas and help turn them into strong, enduring businesses.
My role has been that of builder and manager. I have also been
fortunate to know and work beside many excellent professionals
throughout my career who have been a large part of any success
I have achieved".

Over the years Collins has found time to serve many civic
and industry organizations.  He has been associated with the
Los Angeles Metropolitan YMCA for many years and is a former
Chairman of the Board.  He has been very active at his alma
mater, UCLA, as president of the Alumni Association from 1974
to 1976 and was voted Alumnus of the Year in 1982.  He is a
past president of the California Restaurant Association and
a former director of the National Restaurant Association.
In addition, he has been a member of the Board of Advisors
of the Hotel and Restaurant Management School at Cal Poly
Pomona since 1982 and earlier this month the Cal State
University Trustees renamed the school as The Collins School
of Hospitality Management.

Sizzler International, Inc. operates or licenses 346 Sizzler
restaurants worldwide and 101 KFC restaurants in Queensland,
Australia.


SPORTS AUTHORITY: Slumping Sales
--------------------------------
The Sun-Sentinel (Fort Lauderdale, FL) reports on August 1, 1999
that the Sports Authority is trying to bounce back from a loss in
its last fiscal year with a new marketing strategy, rollout of
improved store designs, smarter buying and better targeting of
its best customers, The Sports Authority's chief executive said.

"We did too much across-the-board discounting. We've trained
customers to wait for a sale. We have to create an everyday
low pricing reputation," Hanaka said in an interview after
his recent assumption of the company's marketing duties.

The new strategy at the Lauderdale Lakes-based retailer is
to focus on what it calls "hot, new, now" products, such
as baby joggers and camping gear, and "regional catalyst"
items. These are products that sell well in a particular
region or season, and the clothing, shoes, and accessories
that go along with them.

"Buyers are not taking enough risk," Hanaka said. "In baby
joggers, my competitors had six choices. We didn't have
enough of a selection. We have to have items that stand
out in the crowd."

When customers can't buy everything they need to play
soccer, for example, "You don't lose a soccer sale. You
lose the customer," he said. "We should be appealing to
suburban families, what they wear and bring to the game."

Hanaka sees featuring hockey merchandise in the top 50
hockey markets, or water sports merchandise in the top
50 water sports markets. Sports Authority plans to begin
remodeling some stores this fall to group merchandise by
sport and entertain customers with interactive elements such
as simulated ice hockey.  The first such store debuted this
year in Clifton, N.J. The roll-out schedule for remodeling
of other locations is still being determined. Repositioning
The Sports Authority through marketing is so important that
Hanaka said assuming marketing management is his best role
as chief executive now.

Although many of its competitors have long used database
marketing, The Sports Authority is just now taking the
plunge. Stores will gather information about top-spending
customers through software when ringing up the sale. The
Sports Authority also plans to offer a charge card that
gives users rewards for purchases. The card is scheduled
to be introduced in late fall or early winter, Hanaka said.

The Sports Authority also is jumping into e-commerce with
at least one foot: In May, the company signed a joint
venture with Global Sports Interactive to launch a site
for buying products over the Internet. Its current site,
www.sportsauthority.com, is only informational.

Though the company gives up total control over its site, the
joint venture was an inexpensive vehicle for cash-strapped
Sports Authority to break into e-commerce. The company
will initially own 19.9 percent of TheSportsAuthority.com,
the new venture, but can buy up to 49.9 percent.

Robert Erb, director of sports marketing for Adidas America
in Beaverton, Ore., said brand identity is a struggle
for The Sports Authority and other sporting-goods
retailers. "You have clear objectives, then set a
strategy. The brand becomes your people's way of interacting
with the public, your communications, your distribution."

The Sports Authority is neither a specialty retailer,
such as an outdoors store, nor a discounter like
Wal-Mart. Communicating a clear identity to consumers is a
greater challenge. Though Sports Authority had a better-than-
expected spring, the early summer months were so poor that
William Cappiello, the company's president and No. 2 executive,
left after only eight months on the job.

Athletic shoe sales have dropped to about 30 percent of
The Sports Authority's sales, Hanaka said. One factor was
the fall in basketball-shoe sales after Michael Jordan's
retirement. Fashion also is an influence: Consumers are
tending to buy more shoes that go with khakis and other
casual fashions.

The Sports Authority operates 200 sporting-goods
superstores: 195 in 32 states and five in Canada. The
company also is a partner in 13 stores in Japan under a
licensing agreement. Despite Japan's economic turmoil,
Hanaka said, The Sports Authority has no intention of
pulling out of the market. The chain has expansion plans
in Canada for another four to five stores, he said.

But capital investment is difficult with The Sports
Authority's latest performance.  The Sports Authority had a loss
of $ 63.8 million on $1.6 billion in sales for its year ended in
January. The retailer's stock closed at $ 3.81 on Friday, down
from $13.44 at this time last year.

The stock rebounded slightly two weeks ago, following the
news that California investor Joseph Harrosh has taken a
7.1 percent stake. In securities filings, Harrosh said he
wants the stock for investment purposes. He has a history
of identifying turnaround candidates; Harrosh's investment
preceded a takeover at Comsat Corp. last year.

While Hanaka said "the company's not for sale," The
Sports Authority was a takeover candidate twice last
year. Woolworth, now Venator, made a bid to add The Sports
Authority to its collection of mall sporting goods stores,
but the bid collapsed because Venator's stock price dropped
too low. Gart Sports also made a bid that was rejected
by The Sports Authority because the company said Gart had
too much debt.

Hanaka said he and other top executives at The Sports
Authority have shown confidence in the turnaround by buying
additional stock. It was disclosed on July 22 that Hanaka
had bought 40,000 shares, chief financial officer Anthony
Crudele bought 3,000 shares, and director Steve Dougherty
bought 140,000 shares.

Despite the declining market for athletic shoes, Hanaka
contends he can pull The Sports Authority out of its slump
through better-focused marketing and changes to make the
store a more fun shopping experience.


SYSTEMSOFT CORP: Hearing on Disclosure Statement
------------------------------------------------
A proposed plan of reorganization and Disclosure Statement have
been filed by Systemsoft Corporation on July 21, 1999.
Objections, if any, must be filed on or before August 26, 1999.  
A hearing will b be held on August 31, 1999 at 12:30 PM.


SYSTEMSOFT CORP: Files Plan Of Reorganization
----------------------------------------------
On July 21, 1999, SystemSoft Corporation filed a plan of
reorganization with the United States Bankruptcy Court for the
District of Massachusetts (Western Division). The plan was filed
in connection with the company's voluntary petition for relief
under Chapter 11 of the United States Bankruptcy Code, filed
March 23, 1999. The company expects the Bankruptcy Court to
either approve or disapprove the plan by September or October,
1999, although there is no assurances such action will be taken
within that timeframe. If the plan is not approved, the company
says it intends to submit an alternative plan of reorganization
or liquidation. The description of the plan may be found at
http://www.sec.gov/cgi-bin/srch-edgar?0000950135-99-003656on the  
Internet, free of charge.


TOUCH 1: DirecTEL Parent Company to Emerge From Bankruptcy
----------------------------------------------------------
Touch 1 Communications announced this week that a creditor-
approved reorganization plan has been confirmed by the bankruptcy
court. The Alabama-based long distance company's telemarketing
subsidiary, DirecTEL, operates outbound call centers in Mandan,
Minot and Grand Forks. The Bankruptcy Court for the southern
District of Alabama confirmed the reorganization plan on Tuesday,
according to a press release from the company.

"Successfully exiting Chapter 11 in just 13 months is a
testimonial to the hard work of our employees, the leadership
provided by our management team and the support of our
creditors," Touch 1 President Jim Corman said. "We couldn't
be happier."

The bankruptcy court's administrator said Thursday that the judge
had verbally confirmed the plan and was expected to sign it.

Touch 1 entered Chapter 11 bankruptcy protection in June 1998,
after its board replaced Corman with a new president and chief
executive officer. Corman was reinstated just weeks later,
following a $ 20 million infusion from an evangelical foundation
he started that allowed Touch 1 to pay off its two largest
creditors.


TRISM INC: Delisted From NASDAQ
--------------------------------
Trism, Inc. announces that the company's common stock will no
longer be listed on the NASDAQ Stock Market.  This decision by
NASDAQ is a result of the company not being in compliance with
certain listing requirements, as defined by NASDAQ, including the
market value of the public float of the company's outstanding
common stock and the net tangible assets/market capitalization
requirement.  Accordingly, the company's common stock has
been delisted from the NASDAQ Stock Market.  The securities of
the company will be eligible for trade on the OTC Bulletin Board.


VIDIKRON: Considers Liquidation
-------------------------------
Earlier this week Vidikron Technologies Group Inc., which makes
high-end theater products, said it may file for chapter 11
protection; yesterday the company announced that it may
file chapter 7 instead to liquidate, according to Reuters.
Chairman and CEO Phillip Siegel said that the Jersey City, N.J.,
company may be able to avoid chapter 7, but "right now it looks
doubtful." He has been trying to reach an agreement with
investors and Vidikron's bank to release funds so that the
company can meet payroll. Vidikron also announced that COO Emilio
Baj Marcario and Marketing and Sales President Giovanni Cozzi
have resigned.


WESTERN FIDELITY: Court Grants Trustee's Motion For Auctioneer
--------------------------------------------------------------
The US Bankruptcy Court for the District of Colorado entered an
order on July 26, 1999, approving the Interim Trustee's Motion
for an order employing Dickensheet & Associates, Inc.,
auctioneer.


WESTMORELAND COAL: Sells Bullitt Preparation Plant
--------------------------------------------------
Westmoreland Coal Company sold its Bullitt Preparation Plant and
Transloader Complex to Mountain, LLC for approximately $650,000
in cash and the assumption of approximately $600,000 of
associated reclamation liabilities.  The complex, located in
Appalachia, Wise County, Virginia, was constructed in 1972 to
support operations of the company's Virginia Division.  
Westmoreland closed its Virginia Division mining operations in
1995.  Mountain expects to dismantle or sell the preparation
plant facilities and will lease the transloader facility to
Airways Enterprises, LLC.

All necessary third party consents were obtained prior to closing
and all permits were assigned to Airways Enterprises as a
condition to closing.

Christopher K. Seglem, Westmoreland's Chairman, President, and
CEO said, "This transaction marks the conclusion of
Westmoreland's  ownership of coal processing assets in  Southwest  
Virginia.  Our remaining presence will revolve around reclamation
activities and the delivery of health and pension benefits to
former employees in that region. The Bullitt Preparation Plant
and Transloader Complex served us well throughout the useful life
of the Virginia Division operations."

Westmoreland Coal Company, headquartered in Colorado Springs,  
Colorado, is currently engaged in western coal mining through its
80% owned subsidiary Westmoreland Resources, Inc. and independent
power  production through its wholly-owned subsidiary
Westmoreland Energy, Inc. The company also holds a 20% interest
in Dominion Terminal Associates, a coal shipping and terminal
facility in Newport News, Virginia.


Z. FREDERICK: Last Day For Filing Proofs of Claim
-------------------------------------------------
The US Bankruptcy Court for the southern District of New York
entered an order directing that proofs of claim relating to Z.
Frederick Enterprises Ltd. and Kenar Enterprises, Ltd., debtors,
be filed with the Bankruptcy Court on or before 5:00 PM on August
27, 1999.


Meetings, Conferences and Seminars
----------------------------------
August 4-7, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Southeast Bankruptcy Workshop
         The Ritz-Carlton, Amelia Island, Florida
            Contact: 1-703-739-0800

August 26-28, 1999
   AMERICAN LAW INSTITUTE - AMERICAN BAR ASSOCIATION
   COMMITTEE ON CONTINUING PROFESSIONAL EDUCATION
      Real Estate Defaults, Workouts and Reorganizations
         San Francisco, California
            Contact: 1-800-CLE-NEWS

August 29-September 1, 1999
   NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
      1999 Convention
         Grove Park Inn, Asheville, North Carolina
            Contact: 1-803-252-5646 or info@nabt.com

September 13-15, 1999
   STATES' ASSOCIATION OF BANKRUPTCY ATTORNEYS
      8th Annual States' Taxation & Bankruptcy Conference
         Hotel Santa Fe, Santa Fe, New Mexico
            Contact: 1-505-827-0728

September 16-18, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Southwest Bankruptcy Conference
         The Hotel Loretto, Santa Fe, New Mexico
            Contact: 1-703-739-0800

September 17, 1999
   GEORGETOWN UNIVERSITY LAW CENTER & THE
   AMERICAN BANKRUPTCY INSTITUTE
      Bankruptcy '99: Views from the Bench
         Georgetown University Law Center, Washington, D.C.
            Contact: 1-202-662-9890
   
September 24-25, 1999
   VIRGINIA CONTINUING LEGAL EDUCATION
      14th Annual Mid-Atlantic Institute on
      Bankruptcy and Reorganization Practice
         Boar's Head Inn, Charlottesville, Virginia
            Contact: 1-800-979-8253

September 27-28, 1999
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      Conference on Corporate Reorganizations
         Regal Knickerbocker Hotel, Chicago, Illinois
            Contact: 1-903-592-5169 or ram@ballistic.com   

October 6-9, 1999
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      73rd Annual Meeting
         San Francisco Marriott, San Francisco, California
            Contact: 1-803-957-6225

October 22-26, 1999
   TURNAROUND MANAGEMENT ASSOCIATION
      1999 Annual Conference
         The Fairmont--Atop Nob Hill, San Francisco, CA
            Contact: 1-312-822-9700 or ljfialkoff@turnaround.org

November 17-20, 1999
   AMERICAN BAR ASSOCIATION'S LATIN AMERICAN LAW
   SUBCOMMITTEE & THE ASSOCIATION OF COMMERCIAL
   BANKS OF THE DOMINICAN REPUBLIC
      Educational Exchange
         Case De Campo Resort, LaRomana, Dominican Republic
            Contact: 1-703-739-0800

November 29-30, 1999
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      Distressed Investing '99
         The Plaza Hotel, New York, New York
            Contact: 1-903-592-5169 or ram@ballistic.com   

December 2-4, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Winter Leadership Conference
         La Quinta Resort & Club, La Quinta, California
            Contact: 1-703-739-0800

May 4-5, 2000
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      Bankruptcy Sales & Acquisitions
         The Renaissance Stanford Court Hotel
         San Francisco, California
            Contact: 1-903-592-5169 or ram@ballistic.com   


                   **********

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.  
       
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