TCR_Public/990812.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
        Thursday, August 12, 1999, Vol. 3, No. 155                                              

AIRADIGM: Not Like Other Bankrupt C Block Licensees - It Says
ALLERGAN SPECIALTY: 32.0% Now Owned By Farallon Partnerships
ALLIS CHALMERS: Low Oil Prices Result In Less Revenue
AMERITAS LIFE: Flexible Premium Policy Being Introduced
AMERITAS VARIABLE LIFE: New Replacement Investment Portfolios

AUTOLEND GROUP: Proceeding With Provisions Of Reorganization Plan
BOCA RESEARCH: 16.6% German Interests
COMMERCIAL FINANCIAL: Wins 90-Day Exclusivity Extension
EDISON BROTHERS: Attempts To Resolve Interest Escrow Dispute

FIX-CORP: Receives Up To $ 2 Million In New Financing
FREEPORT MCMORAN: Three & Six Month Financial Figures Reported
FWT: Committee of Noteholdeers Object to PWC as Advisor
HARNISCHFEGER: Motion To Extend Bank Guarantees

HARNISCHFEGER: Motion To Implement Claim Settlement Procedures
HVIDE MARINE: Waiver Of Noncompliance
JUMBOSPORTS: Requests that the Court Extend Time To File Plan
MCA FINANCIAL: Conservator Wins Time To Finish Liquidation
MEDPARTNERS: Second Quarter Results

MOBILEMEDIA: Arch Reports 20% Increase in Second Quarter EBITDA
NEXTWAVE TELECOM: Offer and Sale Offered To Senior Claimants
ONE-STOP AUTO: Florida Auto Parts Company Files Chapter 11
RAYTECH CORP: Second Quarter Results

SERVICE MERCHANDISE: State of Tennessee Seeks Relief From Stay
SOUTHERN PACIFIC: Order Allows Committee Members To Trade Claims
TATHAM OFFSHORE: Subsidiaries File Chapter 11
TRANSTEXAS: Gas Panel Seeks To End Exclusivity, File Plan  
VOICE IT WORLDWIDE: Order Approves Exclusivity Extension

WESTERN FIDELITY FUNDING: Approval of Accountant For Trustee
WIRELESS ONE: Hearing On Approval of Disclosure Statement


AIRADIGM: Not Like Other Bankrupt C Block Licensees - It Says
Airadigm Communications recently filed for reorganization under
Chapter 11. However, Airadigm insists it should not be lumped
together with bankrupt C block license winners such as Pocket,
NextWave and GWI. Airadigm serves 13,000 customers, while the
other bankrupt companies never had networks in place.

Airadigm also already has the support of its two biggest
creditors, Ericsson and The Oneida Enterprise Development
Authority, for the restructuring plan. With their backing,
Airadigm hopes to continue operating.

Airadigm's case hinges on the FCC reducing its debt. "If you look
at GWI and NextWave, both are winning their cases. It bodes
better for the bankrupt companies," said Jerome Fowlkes, director
of domestic consulting for BIA Telecom.

Even if a company's debt is reduced, it still won't be in the
clear. "Even with the decrease, people are still going to have
problems with their business cases," said Becky Diercks, senior
director at Cahners In-Stat Group. "There are so many successful
wireless companies out there, it will be difficult to compete."

Additionally, investors may shy away from working with companies
that have filed for bankruptcy, Fowlkes said.

One solution to clearing up the C block debacle would be for the
FCC to give the debt to a quasi-private institution that could
work through the bankruptcies case-by-case as a normal lender
would, Fowlkes added. The FCC, though, may be concerned that
agreeing to reduce the debts of these bankrupt companies will
result in a similar run by other C block licenses.

Airadigm blames the FCC for accepting licenses back after many
bidders in the initial C block auction ran into trouble and re-
auctioning them for what resulted in far lower prices. "You can't
change the rules in the middle of the game," said Bob Schulze,
senior vice president at Airadigm.

ALLERGAN SPECIALTY: 32.0% Now Owned By Farallon Partnerships
The following persons and entities hold an aggregate of
1,046,021 shares, which is 32.0% of the callable Class A
common stock of Allergan Specialty Therapeutics Inc.: Farallon
Capital Partners, L.P., a California limited partnership;
Farallon Capital Institutional Partners, L.P., a California
limited partnership; Farallon Capital Institutional Partners
II, L.P., a California limited partnership; Farallon
Capital Institutional Partners III, L.P., a Delaware
limited partnership; Tinicum Partners, L.P., a New York
limited partnership; and Farallon Capital (CP) Investors,
L.P., a Cayman Islands limited partnership. The management
company for the partnerships is Farallon Capital Management,
L.L.C. and the general partner is Farallon Partners, L.L.C.

The following eleven persons who are managing members of
both the General Partner and the Management Company are
Enrique H. Boilini, David I. Cohen, Joseph F. Downes, William
F. Duhamel, Jason M. Fish, Andrew B. Fremder, Richard B. Fried,
William F. Mellin, Stephen L. Millham, Meridee A. Moore and
Thomas F. Steyer; and the twelfth managing member of the
general partner, Fleur E. Fairman.

The principal business of each of the partnerships is that of
a private investment fund engaging in the purchase and sale
of investments for its own account.  The net investment cost
(including commissions) for the shares acquired by each of
the partnerships and managed accounts since the filing of a
prior such schedule with the SEC is:

Entity         Shares Acquired   Approximate Net Investment Cost
------------   ---------------   -------------------------------
      FCP              9,200              $102,350.00
      FCIP             9,000              $100,125.00
      FCIP II          2,000               $22,250.00
      FCIP III         2,600               $28,925.00
      Tinicum            600                $6,675.00
      FCCP               800                $8,900.00
        Accounts      13,800              $153,525.00

ALLIS CHALMERS: Low Oil Prices Result In Less Revenue
Operations of Allis Chalmers Corporation consist of Houston
Dynamic Service, Inc., the company's machinery repair and
service subsidiary. Reported sales in the second quarter of
1999 totaled $1,084,000 a decrease of 13% from $1,249,000 in
the second quarter of 1998. The company says the decrease was
due to extremely soft conditions as a backlash to the very low
oil prices during the second half of 1998 which resulted in
lower shipments in 1999 compared to the same period in 1998.
Houston Dynamic Service, Inc. continues to be affected by
volatile market conditions that prevail in the oil related
fields of refining, processing, chemicals and petrochemical
operations throughout the Gulf Coast.

The company incurred a net loss of $137,000 in the second
quarter of 1999 compared with a net loss of $197,000 in the
same period of 1998.  In the first half of 1999, the company
incurred a net loss of $194,000 compared with a loss of
$60,000 in the same period of 1998.

AMERITAS LIFE: Flexible Premium Policy Being Introduced
Ameritas Life Insurance Corporation has developed a prospectus
to introduce a survivorship flexible premium variable
universal life insurance policy.  The survivorship flexible
premium variable universal life insurance policy, issued by
Ameritas Life Insurance Corp., pays a death benefit upon the
second death.  There is no benefit paid on the death of the
first insured.  Like traditional life insurance policies,
it provides death benefits to beneficiaries and gives the
policy owner, the opportunity to increase the policy's
value.  Unlike traditional policies, this policy allows
the policyholder to vary the frequency and amount of premium
payments, rather than follow a fixed premium payment schedule.
It also allows for changes to the level of death benefits as
often as once each year.

The company says the policy is different from traditional
life insurance policies in that the policyholder may select
how policy premiums will be invested. Although each policy
owner is guaranteed a minimum death benefit, the value of
the policy, as well as the actual death benefit, will vary
with the performance of investments selected.

For investment options and details covered in the prospectus
on the Internet, free of charge.

AMERITAS VARIABLE LIFE: New Replacement Investment Portfolios
Ameritas Variable Life Insurance Company, as part of its
ongoing review of product lines, has determined that a
"manager of managers" product should be able to achieve
significant economies and more effective investment management.
Ameritas believes that a restructuring will put it in a better
position to take advantage of economies of scale created by
the recent merger of Ameritas's affiliated insurance holding
company, Ameritas Mutual Holding Company, with Acacia Mutual
Holding Company.

To implement the proposed manager of managers structure,
Ameritas plans to organize several new investment portfolios.
Each of the new portfolios is said to have the same investment
objectives and policies as one of nine of the funds currently
available to policy owners. Day-to-day portfolio management
decisions will be made for each of the new Ameritas portfolios
by a subadvisor acting under the supervision of Ameritas
Investment Corp.  Ameritas and certain of its affiliates
have also filed an application with the SEC that would
permit Ameritas to replace each of the current funds with an
Ameritas portfolio.  The following funds would be affected by
the proposed substitution: Variable Insurance Products Fund,
Money Market VIPF Index 500, MFS Variable Insurance Trust,
Emerging Growth, MFS Research, MFS Growth With Income, Alger
American Small Capitalization, Alger American Growth, Alger
American Income and Growth Alger American Midcap Growth.

Ameritas anticipates that portfolio management services
will be provided to seven of the Ameritas portfolios by
the same investment advisory organizations that advise the
current funds. The remaining Ameritas portfolios, which
will be designed to replace the money market and stock index
funds listed above, will be managed by different investment
advisory organizations.  Ameritas says the portfolios are
designed, however, to assure that the investment objectives
of the policy owners will continue to be met following the
proposed substitution.  If the SEC acts favorably on Ameritas'
application - and there can be no guarantee that it will do
so - policy owners will be provided with complete information
about the substitution, including a prospectus relating to
each of the Ameritas portfolios.

AUTOLEND GROUP: Proceeding With Provisions Of Reorganization Plan
The number of shares outstanding of Autolend Group Inc.'s
common stock was zero at August 3, 1999. In connection with the
company's plan of reorganization as confirmed by the Bankruptcy
Court on February 3, 1999, which became effective on March
5, 1999, the company's common stock was cancelled. The plan
includes a proposal under which new common stock of the company
may be issued. The Plan also resulted in the cancellation
of $7.2 million principal of debentures and accrued interest
thereon, and all of the company's equity securities (including
all previously issued shares of common stock) as of March 5,
1999. Unsecured creditors have now received payments for 100
percent of their allowed claims.  The holders of the debentures
will receive in total approximately 1.0 million shares of
the company's new common stock, $3.0 million in cash, and
non-interest bearing, uncollateralized notes totaling $0.6
million, payable in five annual payments.

The company made the first cash distributions (approximately
$1.8 million) related to the debentures under the Plan
during June 1999, and anticipates such distributions
being substantially completed by the end of August 1999.
The company is presently verifying the appropriate remaining
disbursements, for which the corresponding cash has been
escrowed.  This escrow consists of restricted cash pursuant to
the terms of the Plan, and was in the amount of $1.2 million
as of June 30, 1999 (and was $2.8 million at March 31, 1999).

The holders of the cancelled common and preferred stock have
the right to purchase defined amounts of shares of new common
stock during certain periods beginning on the effective date
of Autolend's registration of said securities.  The price per
share of the new common stock is $1.00.  The holders of the
company's Class A and B warrants and options have a 12-month
period beginning March 5, 1999, to purchase the same number of
shares of new common stock as originally provided for under the
warrants or options, at $4.00 per share.  The company expects
that only a portion of the additional shares as described
above will actually be purchased by existing equity holders,
resulting in projected total common stock outstanding of from
1.5 million to 9.0 million shares.  This would result in a
total new equity (before the impact of any interim operating
results) of from $0.8 million to $7.8 million.

Net revenues realized from viatical policies in the three
months ended June 30, 1999, were approximately $53,000, as
compared to de minimis revenues in the three months ended June
30, 1998.  The revenues were the result of the sale of three
policies for a total of approximately $85,000 with a total
cost of $32,000.  The company generally ceased purchasing
policies after September 1994, and in May and July 1995 sold
the majority of its portfolio.  Future net revenues from the
remaining portfolio of 7 Policies will be irregular, depending
primarily upon the timing of mortality of the insured.

The company recorded a net loss of approximately $338,000
for the three-month period ended June 30, 1999.  The loss was
primarily due to approximately $290,000 in operating losses,
$89,000 in reorganization costs and $41,000 in non-operating
income. In the same period of 1998 net loss was $444,000.

BOCA RESEARCH: 16.6% German Interests
Boca Research Inc. announces beneficial ownership of 16.6%
of the outstanding shares of its common stock is owned
by Alexander Hafele, Gerhard Harlos, Infomatec Integrated
Information Systems AG and Infomatec AG International, Inc.
Each holds sole voting power over 1,747,965 shares and
sole dispositive power over 1,477,965 shares. The Misters
Hafele and Harlos are German citizens, Infomatec Integrated
Information Systems AG is organized under the laws of the
Federal Republic of Germany and Infomatec AG International,
Inc. is organized under the laws of the State of Delaware.
The stated purpose of the acquisition of the shares of Boca
Research is to influence the Board of Directors and the
business and management of the company, to assist in the
development of the company, and for investment purposes.

The 1,747,965 shares of Boca Research were acquired under
the amended Common Stock Purchase Agreement dated April 28,
1999, in which Infomatec committed to grant options for
an aggregate of 270,000 shares of common stock of Boca to
eight executives of the company to motivate them to remain
in the employment of Boca. The agreement also provides for
certain purchase rights to enable Infomatec (including its
affiliates) to acquire additional shares of the company in
order to maintain its percentage interest in the common stock
of Boca, and for certain registration rights and the right to
nominate four out of nine members of the Board of Directors of
the company so long as it continues to own at least 1,400,000
shares of the company.  Pursuant to its commitment, the Board
of Directors of Boca elected four nominees of Infomatec to its
Board on May 28, 1999. The directors elected were Alexander
Hafele, Gerhard Harlos, Karl Gruns, Chief Financial Officer
of Infomatec AG and Eduard Will, Chairman and Chief Executive
Officer of Infomatec U.S.

>From time to time, Infomatec has engaged in discussions with
Boca, its officers and directors and other significant
shareholders relating to the company's policies,
management, directors, business, operations, financial
condition, strategies and other developments, and Infomatec
indicates it intends to engage in such discussions in the
future. Additionally, from time to time, they state they may
buy additional shares on the open market or in privately
negotiated purchases, from the company or otherwise, and
may sell shares in privately negotiated sales or under the
registration rights granted under the agreement.

Infomatec further indicates that as a significant shareholder
of Boca Research and through representation on the company's
Board of Directors, it may consider from time to time (i)
an extraordinary corporate transaction, such as a merger or
reorganization, involving Boca or any of its subsidiaries,
(ii) a sale or transfer of a material amount of assets of
Boca or any of its subsidiaries, (iii) material changes in the
present capitalization or dividend policy of the company, (iv)
other material changes in the company's business or corporate
structure, (v) changes in the company's charter and bylaws or
other actions which may impede the acquisition of control of
Boca Research by any person, (vi) causing a class of securities
of Boca to be delisted from a national securities exchange
or to cease to be authorized in an inter-dealer quotation
system of a registered national securities association,
(vii) causing a class of equity securities of the company
to become eligible for termination of registration (viii)
any action similar to any of those above.

Notwithstanding Infomatec U.S. being the direct beneficial
owner of 1,747,965 shares, which in the aggregate constitute
approximately 16.6% of the outstanding shares of common stock
of Boca Research, as the sole shareholder of Infomatec U.S.,
Infomatec may also be deemed to be the beneficial owner of
such shares as may Messrs. Hafele and Harlos, who each own
approximately 35% of the stock of Infomatec.  Since the
additional 270,000 shares are owned by Infomatec U.S. and
are to be the subject of options to be granted to certain
executives of Boca Research to motivate them to remain in the
employment of the company, the Infomatec entities may be deemed
to have the sole power to vote or direct the vote of 270,000
additional shares until and unless the options are exercised,
but the disposition of such 270,000 shares is subject to the
existence of the options until and unless they should lapse
without being exercised.

Jones, Day, Reavis & Pogue provides notice to the court of its
withdrawal as legal counsel of the Official Committee of
Unsecured Creditors.  Attorneys David Kurtz and Jeff Linstrom
resigned from Jones, Day and became employed with Skadden, Arps,
Meagher & Flom.  The Committee subsequently agreed to engage
Skadden Arps to perform legal services.  The court denied
approval of the retention and on July 1, 1999, the Committee
retained Verner, Liipfert, Bernhard, McPherson & Hand to replace
Jones Day.  The Verner Liipfert application is set for hearing on
August 24, 1999.

COMMERCIAL FINANCIAL: Wins 90-Day Exclusivity Extension
Commercial Financial Services Inc. won a 90-day extension of its
exclusive periods to file a reorganization plan and solicit plan
acceptances to Sept. 30 and Dec. 1, respectively. As reported,
the credit card debt collector's July 2 exclusivity extension
motion noted that CFS, its two official committees, and other
parties in interest have been in ongoing discussions regarding
plan issues such as company operations, income and expenses, the
future of servicing contracts, and a potential plan structure.
After no objections were timely filed by July 17, the U.S.
Bankruptcy Court in Tulsa, Okla., granted the motion on July 26.
(The Daily Bankruptcy Review Copyright c August 11, 1999)

EDISON BROTHERS: Attempts To Resolve Interest Escrow Dispute
At the Petition Date, $17,624,076 was on deposit with Mercantile
Trust Company in an Escrow Account established in 1997 to secure
payment of the Debtors' interest-related obligations for three
years to the holders of the 11% Senior Notes issued under the
Edison I Plan.  

Shortly after the Petition Date, the Debtors told the Official
Committee of Unsecured Creditors that the money in the Escrow
Account should be returned to the Company because (i) the account
holds amounts that pre-fund interest payments; (ii) unmatured
interest following the Petition Date is not recoverable in this
situation; and (iii) Edison has a reversionary interest in the

"No," shouted the Noteholders serving on the Committee, as they
explained that (a) the Escrow Account is not property of the
Debtors' estates; (b) 11 U.S.C. Sec. 502(b)(2) does not prohibit
payment of post-petition interest; and (c) the Debtors,
apparently, failed to make adequate disclosure of
this position in the Edison I Disclosure Statement.

The Committee directed Kramer Levin, its attorneys, to undertake
an analysis of the facts and the law in this matter and return
with a recommended course of action.  Kramer Levin carefully
analyzed the issues surrounding the Interest Escrow and concludes
that the documents are not clear.  Probably, Kramer Levin
suggests, the documents should be reformed to reflect the
parties' clear intent; the availability of a reformation
remedy, however, is not clear.  

Kramer Levin recommended that a compromise would be appropriate.  
The compromise entails:

      (1) payment of the Indenture Trustee's fees off the top;

      (2) returning $331,000 to the Debtors' estates;

      (3) distribution of the remaining Interest Escrow to the
          Noteholders; and

      (4) a $7,769,000 reduction to the Noteholders' claims
          (benefiting other unsecured creditors by $1.9 to
          $2.3 million, based on an estimated 25% to 30%
          recovery in Edison II)  

The Committee debated the compromise proposal at length.  
Individual Committee members brought their individual counsel
into the process.  Nobody could agree on the appropriate legal
analysis and everybody proposed a new legal theory.  At the end
of the day, the Committee voted unanimously to support the
compromise proposed by Kramer Levin.  

After seemingly endless debates with the Debtors following the
Committee's decision to support the Compromise, Edison advised
the Committee on June 28, 1999, that it did not support but would
not oppose the Compromise.  

Accordingly, pursuant to Rule 9019 of the Federal Rules of
Bankruptcy Procedure, the Committee asks Judge Walrath to approve
this settlement without further delay. (Edison Brothers
Bankruptcy News Issue 32  Bankruptcy Creditors' Services Inc.

Judge Walrath directs that any creditor wishing to file a proof
of claim on account of a right to payment arising on or before
the Petition Date must file that proof on or before September 10,
1999.  A proof of claim form must substantially confirm to
Official Form No. 10, and must be received by Edison Brothers
Stores' Claims Docketing Center before 4:00 p.m., prevailing
Eastern Time at:

       If by Mail                          If by Courier
       ----------                          -------------
      Edison Brothers Stores'           Edison Brothers Stores'
      Claims Docketing Center           Claims Docketing Center
      Claims Administration             Claims Administration
      P.O. Box 14020                    501 N. Broadway
      St. Louis, MO 63178               St. Louis, MO 63102

Limited carve-outs apply to the Bar Date:

(1) previously filed claims using a form substantially conforming
to Official Form No. 10;

(2) scheduled claims with which a creditor agrees as to amount
and status;

(3) claims on account of administrative expenses;

(4) claims of current and former officers, directors and  
employees, for indemnification, contribution, subrogation
or reimbursement;

(5) Intercompany Claims;

(6) claims of non-Debtor Subsidiaries;

(7) shareholders, solely on account of equity interests;

(8) claims already allowed by a Court order.

The Debtors estimate that King & Associates -- their Claims Agent
-- has delivered notice of the Bar Date to 100,000 parties-in-
interest, together with "personalized" proof of claim forms.  
Additionally, notice of the Bar Date will be or has been
published in the national edition of The Wall Street Journal, the
Daily News Record and the St. Louis Post-Dispatch, no
less than 20 days prior to the Bar Date.  (Edison Brothers
Bankruptcy News Issue 32  Bankruptcy Creditors' Services Inc.

FIX-CORP: Receives Up To $ 2 Million In New Financing
August 10, 1999--Fix-Corp International (OTC:BB:FIXC) today
announced the U.S. Bankruptcy Court has approved its and its
subsidiary's request to receive up to $ 2 million in new post-
petition financing.  Coast Business Credit, of Los Angeles, will
provide up to $ 1 million in a debtor-in-possession revolving
line of credit. An additional $ 1 million, in the form of a
bridge loan, will be available from JNC Strategic Fund Ltd. and
JNC Opportunity Fund Ltd. Financing from both sources will be
used to fund continuing business operations and will continue
until the company is out of bankruptcy.  "This financing, we
believe, is a first step toward returning the company to normal
operations," said Mark P. Hershhorn, Fix-Corp chairman and chief
executive officer.  Fix-Corp International filed for Chapter 11
protection on Feb. 17, 1999 with the U.S. Bankruptcy Court. In
late April the company received Court approval for a new
management team. On July 19, FIXCOR Industries, Inc., the
company's major operating subsidiary, filed a Chapter 11
petition.  Fix-Corp International, Inc. is a recycler of post-
consumer high density polyethylene (HDPE) and a producer
of recycled post-consumer plastic resin pellets. Fix-Corp
International also reclaims and recycles both oil and plastic
from post-consumer HDPE motor oil. The company is based in Heath,

FREEPORT MCMORAN: Three & Six Month Financial Figures Reported
Freeport-McMoRan Copper & Gold Inc. operates through
its majority-owned subsidiaries, P.T. Freeport Indonesia
Company and P.T. Irja Eastern Minerals Corporation, and
through Atlantic Copper, S.A., a wholly owned subsidiary.
P.T. Freeport Indonesia's operations involve mineral
exploration and development; mining and milling of ore
containing copper, gold and silver in Irian Jaya, Indonesia
and the worldwide marketing of concentrates containing
those metals. P.T. Freeport Indonesia also owns a 25
percent interest in P.T. Smelting, an Indonesian company
which operates a copper smelter and refinery in Gresik,
Indonesia. Eastern Mining conducts mineral exploration
activities in Irian Jaya.  Atlantic's operations involve the
smelting and refining of copper concentrates in Spain and
the marketing of refined copper products.  In addition to
the P.T. Freeport Indonesia and Eastern Mining exploration
activities, Freeport-McMoRan Copper & Gold Inc. conducts
other mineral exploration activities in Irian Jaya in joint
venture and other arrangements.

For the three months ended June 30, 1999, the company
reports net income of $27,543 on net revenues of $470,335.
In comparison, the same quarter last year saw net income of
$34,738 on net revenues of $433,858.  In the six month period
ended June 30, 1999, net income was $53,987, net revenues,
$886,171.  In the 1998 six month period net income was $70,365
on net revenues of $829,990.

The company, on August 1, 1999, was scheduled to make payment
of $11.9 million for the initial mandatory partial redemption
of its Silver-Denominated preferred stock.

FWT: Committee of Noteholdeers Object to PWC as Advisor
The Official Committee of Noteholders of FWT, Inc. object to the
employ of PricewaterhouseCoopers, LLP ("PWC") as financial
advisor to the Official Unsecured Creditors' Committee.

The Noteholders Committee claims that PWC is not sufficiently
disinterested.  Among the parties to the transaction which the
Official Unsecured Creditors' Committee seeks to employ PWC to
investigate are current and past PWC clients.  Further, the
Committee alleges that PWC continues to provide ongoing services
for numerous creditors of the debtor, including BT Commercial
Corporation, the primary secured creditor of the debtor as of the
commencement of the bankruptcy case.  The Committee also objects
to fees in excess of $490 per hour, and claims that the court has
already declined to approve such rates with respect to other

HARNISCHFEGER: Motion To Extend Bank Guarantees
Harnischfeger Industries, Inc., guarantees bank borrowings by
Harnischfeger Industries Limited, Harnischfeger (UK) Limited, Joy
Mining Machinery Limited, Beloit Walmsley Limited and Morris
Mechanical Handling Limited from National Westminster Bank plc
and Barclays Bank plc, under agreements dated August 31, 1998 and
June 1, 1999.  Those Guarantees expire on August 1, 1999.  

Barclays and NatWest have suggested that the underlying debts
will be accelerated if HII's guarantees are not extended to
August 31, 2000.  NatWest and Barclays agree that, if extended,
they will not consider the validity, extent or priority of their
claims against HII to be improved in any way.  

The Debtors stress the importance of maintaining liquidity for
their foreign subsidiaries.  If the Guarantees are not extended,
the Debtors believe, the foreign subsidiaries will suffer and
their value will be impaired.  Informally, the Committee has
indicated that it will not object to the proposed extension of
the Guarantees.  Accordingly, pursuant to 11 U.S.C. Sec. 105(a),
the Debtors ask the Court to enter an order authorizing HII to
execute agreements extending the Guarantees to August
31, 2000.  (Harnischfeger Bankruptcy News Issue 8; Bankruptcy
Creditors' Services Inc.)

HARNISCHFEGER: Motion To Implement Claim Settlement Procedures
The Debtors ask the Court for permission to compromise and
settle, in their sole discretion and only with the approval of
the Debtors' in-house counsel or their chapter 11 counsel,
pursuant to 11 U.S.C. Sec. 363 and Rule 9019 of the Federal Rules
of Bankruptcy Procedure, all claims and causes of action for
which the settlement amount does not exceed $250,000.  The cost
of bringing every proposed settlement to the Court for approval
would be significant and time-consuming; in short, the benefits
of creditor oversight would be outweighed by the costs.

Where a settlement amount would exceed $250,000 but be less than
$1,000,000, the Debtors ask the Court for permission to
compromise and settle to claims and causes of action, again in
their sole discretion and only with the approval of the Debtors'
in-house counsel or their chapter 11 counsel, but with the
consent of the Creditors' Committee, the DIP Lenders and the U.S.
Trustee on 10-days' notice.  Again, the Debtors argue, the cost
of bringing every $250,000 to $1,000,000 proposed settlement to
the Court for approval would outweigh the benefits of creditor
oversight by a non-core parties-in-interest.

In cases where a proposed settlement exceeds $1,000,000, the
Debtors make it clear that they will bring those matters before
the Court for full review. (Harnischfeger Bankruptcy News Issue
8; Bankruptcy Creditors' Services Inc.)

HVIDE MARINE: Waiver Of Noncompliance
Hvide Marine Incorporated and its bank lenders have entered into
an amendment and interim waiver, dated July 30, 1999, to the
company's Amended and Restated Revolving Credit and Term Loan
Agreement.  In the amendment, the company's bank lenders agreed
to waive, until August 20, 1999, the company's noncompliance with
certain covenants in the credit facility.

JUMBOSPORTS: Requests that the Court Extend Time To File Plan
The debtors, JumboSports Inc. et al. seeks an extension of time
to file a plan of reorganization and disclosure statement and
further request that the court extend the related exclusivity
periods.  The debtors request an extension to file a plan through
and including January 21, 2000 in order to cover the holiday
season, and provided that the debtors file a plan within that
time, an extension of exclusivity through March 21, 2000.

MCA FINANCIAL: Conservator Wins Time To Finish Liquidation
Crain's Detroit Business reports on August 9, 1999 that the
Southfield turnaround company appointed conservator of bankrupt
MCA Financial Corp. has won a two-month funding extension to
continue liquidating the former mortgage lender and landlord.

Judge Steven Rhodes of U.S. Bankruptcy Court in Detroit on Aug. 2
approved financing of $950,000 for B.N. Bahadur and his company,
BBK Ltd., to continue its work through Sept. 30.

Of the money, $400,000 is a loan from a group of banks led by
Chase Bank of Texas, MCA's main source of mortgage funding when
it operated. The remaining $550,000 is to come from cash already
in the bankruptcy estate, mostly rent payments made on MCA's
inventory of 3,000-plus rental homes.

Bahadur and Timothy Skillman, a BBK employee and MCA's acting
COO, said it would be premature to estimate losses to creditors
in the bankruptcy. Shortly after he took over MCA Jan. 28,
Bahadur estimated losses at more than $90 million, both to the
Chase bank group and to investors who bought shares of
MCA mortgages. The losses apparently came because MCA pledged
individual home mortgage loans to more than one investor. MCA's
Rimco rental real estate management subsidiaries also were
hemorrhaging massive amounts of cash.  Bahadur and Skillman said
title work still is under way to determine just how
many mortgages were pledged to more than one investor.

Meanwhile, Paul Bernard, Detroit's planning and development
director, continues to work on plans for the city and Wayne
County to take over management of about 1,500 of the houses owned
by MCA.

Anne Masterson, communications director for Detroit Renaissance
Inc., said the Detroit Investment Fund is awaiting a city
proposal to determine what role the fund might play in financing
such a management company.

"It's a little premature; we don't have the details from the city
yet," said Masterson, speaking on behalf of fund President Peter
Weipert. Detroit Renaissance members created the fund with a $52
million nest egg five years ago to provide venture capital for
commercial, industrial and real estate projects in the city.

MCA shut its doors Jan. 22 after losses and a cutoff of funding
by the Chase bank group. The state Financial Institutions Bureau
seized the company Jan. 28 and appointed Bahadur conservator.
Bahadur placed the company into Chapter 11 bankruptcy Feb. 10.

MEDPARTNERS: Second Quarter Results
MedPartners, Inc. (NYSE: MDM) reported its results for the
second quarter and first half of fiscal 1999, ended June 30,
1999. In both periods, MedPartners' continuing operations --
consisting of the pharmaceutical services business (Caremark),
corporate overhead, and interest allocated in accordance with
generally accepted accounting principles ("GAAP") -- posted
substantial growth in revenue, operating income, and net income
compared to the same periods in fiscal 1998. As previously
announced, the Company is reporting as discontinued operations
the financial results of its physician practice management (PPM)

Second-quarter revenue increased 25%, to $796.2 million, compared
to the second quarter of fiscal 1998. Operating income (income
before interest, restructuring charges and income taxes) rose
33%, to $43.1 million, and net income from continuing operations
totaled $11.7 million, compared to $0.8 million the same period a
year ago. Second-quarter earnings per share totaled $0.06 per
basic and diluted share, compared to $0.01 per basic and diluted
share the prior year.

For the six months, revenue grew 26%, to $1.581 billion, compared
to the same period of 1998. Operating income increased 32%, to
$82.0 million, and net income from continuing operations rose
212%, to $22.5 million as compared to the same period in 1998.
Six-month earnings per basic and diluted share totaled $0.12,
compared to $0.04 per basic and diluted share the prior year.

Mac Crawford, Chairman and CEO of MedPartners, said, "We are
extremely pleased with the top-and bottom-line performance of our
pharmaceutical services business, Caremark. Caremark continues to
compete effectively for new business in the PBM, disease
management, and therapeutic services businesses." Mr. Crawford
added, "We are continuing to build on our track record of
achievements. In May, we announced an agreement that will allow
physicians to interface directly with Caremark via web browsers,
and in July, we announced a three-year commitment to serve
the 1.4 million members of Coventry Health Care beginning in
January 2000.  Caremark has also significantly enhanced its
Internet offerings with new on-line refills, claims, and pharmacy
selection capabilities for its members."
MedPartners also announced that during the second quarter of
1999 it recorded an additional $199.3 million charge for its
discontinued PPM operations.  This additional charge is an
adjustment to the $1.226 billion estimate the Company recorded in
the fourth quarter of 1998 to exit its PPM operations.  The
largest portion of the second-quarter charge, $152.4 million,
is primarily non-cash and reflects adjustments to losses expected
to be incurred on the actual sales of the various PPM assets.  
The remaining portion of the charge, $46.9 million, the majority
of which has already been incurred, is comprised of increased
cash transaction and exit costs primarily related to higher than
anticipated costs of operations of PPM assets prior to their
As previously reported, on March 12, 1999 the California
Department of Corporations assumed control of MedPartners
Provider Network, Inc.(MPN), and appointed a conservator who
subsequently filed a voluntary petition for MPN under Chapter 11
of the U.S. Bankruptcy Code.  On July 19, 1999, MedPartners
received bankruptcy court approval of a definitive agreement with
the State of California that provided for a comprehensive
settlement regarding disposition of MedPartners' California PPM
assets, including operations of MPN.
James H. Dickerson, Jr., Executive Vice President and Chief
Financial Officer, said, "While we were pleased to receive court
approval of our definitive settlement agreement with the State of
California, the developments that occurred there, and the time
required to resolve the matters, were unforeseen when we
originally estimated and took the restructuring charge.  As
a result, the divestiture process was extended not only in
California but in other markets, and MedPartners incurred
significant legal and other expenses including increased
operating costs."  He added, "We are however pleased
to report that all components of our California PPM operations
have either been sold or are under contract for sale.  At the
present time, there are fewer than 20 practices, outside of
California, remaining to be sold."

Quarterly Report on Form 10-Q for the period ended March 31, 1999
and filed with the Securities and Exchange Commission on May 17,

MOBILEMEDIA: Arch Reports 20% Increase in Second Quarter EBITDA
Arch Communications Group, Inc. (Nasdaq: APGR) today announced
higher net revenues and Earnings Before Interest, Taxes,
Depreciation and Amortization (EBITDA) for the second quarter
ended June 30, 1999 compared to the second quarter of 1998. The
Company's quarterly results included one month's operating
performance of MobileMedia Corporation, which Arch acquired on
June 3, 1999.

Second quarter EBITDA, a commonly used measure of financial
performance in the messaging industry, increased 20 percent to
$42.4 million, compared to $35.4 million for the second quarter
of 1998. Net revenues for the second quarter were $125.9 million,
an increase of 31 percent from the $96.2 million in the same
quarter a year ago. Service revenues rose 32 percent to $122.3
million, while net product sales increased to $3.6 million from
$3.3 million. Total revenues (excluding costs
of goods sold) were $133.5 million.

Pro forma for the acquisition of MobileMedia, and assuming the
acquisition occurred on April 1, 1999, EBITDA for the second
quarter totaled $62.8 million. On a pro forma basis, Arch
generated second quarter net revenues of $193.6 million,
consisting of service revenues of $188.7 million and net product
revenues of $4.9 million. Total revenues were $203.9 million.

During the quarter the consolidated Company added 4,000 net new
paging units in service through internal growth, with higher net
additions at Arch largely offset by net unit declines at
MobileMedia. Overall, total units, in service at June 30, 1999
totaled 7,095,000. Also, in connection with the merger,
consolidated total units in service were adjusted to eliminate
inter- company accounts and to reflect a common definition of
units in service for both Arch and MobileMedia.

The debtor, National Health and Safety Corporation  Power-X
Medical Benefits Network filed a chapter 11 bankruptcy case on
July 1, 1999.  The attorney for the debtor is Michale Menkowitz,
Fox, Rothschild, O'Brien & Frnakel, 2000 Market St. 10th Floor,
Philadelpyhia, Pennsylvania.  A meeting of creditor will be held
at 2:00 PM on September 8, 1999 at Curtis Center - 950 West,
Seventh and Sansom Streets, Phila., Pa.

NEXTWAVE TELECOM: Offer and Sale Offered To Senior Claimants
Nextwave Telecom Inc. is announcing an offer and sale to senior
claimants in full satisfaction of their claims against all of
Nextwave Telecom Inc. (having filed Chapter 11 bankruptcy
proceeding in December 1998), and debtor subsidiaries,
(having filed bankrupcty in June 1998).  The sale of 12%
Senior Secured Subordinated Notes due 2009 is in keeping with
the company's Plan of Reorganization. The amount of authorized
notes will be equal to the dollar amount of allowed claims of
senior claimants expected, on the basis of present information,
to be approximately $225,000,000.

Under the debtors' joint Plan of Reorganization under Chapter
11 of the Bankruptcy Code dated July 27, 1999, on the effective
date, or as promptly thereafter as practicable, the notes will
be issued to senior claimants in full satisfaction of their
claims against all of the debtors.  In order to ensure that
no senior claimant is an "underwriter" with respect to the
notes within the meaning of the Bankruptcy Code, each senior
claimant will be required, as a condition to receiving notes
without a legend restricting transfers, to represent and agree
that the senior claimant is not an "underwriter." An integral
and essential element of the debtor's Reorganization Plan is
that the issuance of the notes according to the Plan will be
exempt from registration under the Securities Act as defined
by the Bankruptcy Code.

Additionally, under the Plan, on the effective date, holders of
the company's Series A common stock and Series B common stock
will retain their shares, subject to the rights, privileges
and preferences of holders of Plan securities.  Holders of
existing options/warrants will be entitled to exercise the
existing options/warrants prior to the effective date. Upon
effectiveness of the company's Second Amended and Restated
Certificate of Incorporation, the company will be authorized to
issue 60,000,000 shares of Series A common stock, 700,000,000
shares of Series B common stock, 1,019,444 shares of Series C
common stock and 50,000,000 shares of undesignated preferred
stock, which will include 850,000 shares of Senior Redeemable
preferred stock and between 2,500,000 and 7,500,000 shares
of the Series A convertible preferred stock. The anticipated
date of the proposed public offering is September 10, 1999.

The following subsidiaries are debtors, together with
Nextwave Telecom Inc.: NextWave Personal Communications
Inc., NextWave Partners Inc., and NextWave Wireless
Inc. Details of the transactions can be found at
at no cost, on the Internet.

ONE-STOP AUTO: Florida Auto Parts Company Files Chapter 11
One-Stop Auto Parts Inc., St. Petersburg, Fla., filed chapter 11
on Friday, stating that it must reorganize its finances, The St.
Petersburg Times reported. The chain has closed 13 stores
since 1997 and at one time had $30 million in annual revenues.
Competition in the market has become increasingly difficult
during the last few years. (ABI 11-Aug-99)

RAYTECH CORP: Second Quarter Results
Raytech Corporation's worldwide net income was $5.3 million
for the second quarter ended July 4, 1999, compared with $6.0
million for the corresponding period in 1998. Net income for
the six months ended July 4, 1999 was $9.8 million as compared
with $10.1 million for the corresponding period in 1998. The
company says earnings for the six-month period reflected an
increased minority interest in earnings of a subsidiary of
$.2 million and an increased tax provision of $.6 million,
compared to the same period in 1998.  Earnings were driven by
strong performance in the aftermarket segment and improved
performance in the wet friction segment due primarily to
increased sales in the automotive original equipment market.
The company's dry friction operations were down slightly over
last year as a result of the startup operations in China and
the slowing of the economy in Europe.

Worldwide net sales rose 3.5% for the quarter, to $65.8
million, and 5.3% for six months, to $133.2 million, compared
with $63.6 million and $126.5 million, respectively, last
year. The company's outlook for 1999 worldwide sales and
revenue remains unchanged, calling for sales and revenues
to slightly surpass 1998 record levels.  The growth in the
automobile original equipment market in conjunction with the
introduction of new products and new markets will offset the
anticipated sales reduction in the agricultural and heavy
duty markets.

SERVICE MERCHANDISE: State of Tennessee Seeks Relief From Stay
In 1997, Service Merchandise commenced a proceeding in the
Davidson County Chancery Court against the State of Tennessee
alleging that Tennessee's unclaimed property statute, Tenn. Code
Ann. Sec. 29-14-101, et seq., is unconstitutional.  Further,
Service Merchandise impleaded $406,133 to the Chancery Court,
pending the outcome of the lawsuit.  

The State answered Service Merchandise's complaint, defended the
constitutionality of the statute and claimed that Service
Merchandise may owe the State as much as $1.9 million.  

The State notes that the Debtors filed a tax return in June 1998,
requesting a refund of $139,000.  The State advises the Court and
the Debtors that it is withholding any refund pursuant to the
State's set-off statute, Tenn. Code Ann. Sec. 9-4-604, and points
to Citizens Bank of Maryland v. Strumpf, 516 U.S. 16, 116 S.Ct.
286, 133 L.Ed.2d 258 (1995), to justify the propriety of the
refund freeze.

By this Motion, the State asks Judge Paine for relief from the
automatic stay to continue litigation before the Chancery Court.  
The Debtors' bankruptcy cases have stabilized, the State argues,
and the Chancery Court is the appropriate forum for a final
determination about the constitutionality of a Tennessee statute.  
(Service Merchandise Bankruptcy News Issue 8; Bankruptcy
Creditors' Services, Inc.)

SOUTHERN PACIFIC: Order Allows Committee Members To Trade Claims
The US Bankruptcy Court for the District of Oregon entered an
order providing that members of the Committee and The Trust
Committee who do not possess any material, nonpublic information
about the debtor may trade claims against and securities of the
debtor commencing on the Effective Date of the plan through the
45th day thereafter;

and during the trading period, the Committee and the Trust
Committee shall not receive any material, nonpublic information
about the debtor including, without limitation, any information
from the Liquidating Trustee regarding any potential litigation
concerning the debtor;

and that until such time as a system is established for the post
confirmation trading of securities of the debtor, the pre-
confirmation system for the trading of such securities shall
remain in effect; provided however that written evidence of any
such trades shall be provided to the Liquidating Trustee by the
selling entity.  

TATHAM OFFSHORE: Subsidiaries File Chapter 11
Tatham Offshore Inc., Houston, announced yesterday that certain
subsidiaries have filed for chapter 11 protection in the Southern
District of Texas; the subsidiaries are RIGCO North America
L.L.C. and FPS VI L.L.C., FPS III Inc. and FPS V Inc., according
to a newswire report. The debtors own substantially all of the
operating assets of Tatham Offshore and are operating their
businesses and managing their property as debtors-in-possession.
Late last month, RIGCO filed a petition in Harris County, Texas,
alleging more than $51 million in damages against Schlumberger
Technology Corp. and Schlumberger Canada Ltd. for claims
stemming from their marketing, manning, management and operation
of FPS VI's two drilling rigs, pursuant to certain charter, make-
ready and other agreements and arrangements. RIGCO and FPS VI
have alleged in bankruptcy court proceedings that the manner in
which Schlumberger performed its duties with regard to the
drilling rigs resulted in the debtors' financial difficulties and
caused them to default on their secured debt obligations. (ABI

TRANSTEXAS: Gas Panel Seeks To End Exclusivity, File Plan  
Accusing TransTexas Gas Corp. of ceding its exclusive rights to
its debtor-in-possession (DIP)lenders and filing a reorganization
plan that is not confirmable, the official committee of unsecured
creditors is seeking to terminate the company's exclusive plan
filing and solicitation periods. Noting that the DIP financing
for TransTexas, its TransTexas Energy Corp. (TEC) parent and
TransAmerican Refining Corp. (TARC) affiliate terminates on Oct.
20, the committee said in an Aug. 2 emergency motion that it must
be able to negotiate, file and prosecute its proposed plan
(or in the case of TEC and TARC chapter 7 conversions) before the
DIP financing expires. "Otherwise, whatever limited options exist
today will be, for all practical purposes, gone," the
motion asserts. (The Daily Bankruptcy Review and ABI Copyright c
August 10, 1999)

VOICE IT WORLDWIDE: Order Approves Exclusivity Extension
By order of the US Bankruptcy Court for the District of Colorado,
the debtor's second request to extend exclusivity is granted and
the period within which the debtor may solicit acceptances of its
plan is extended through and including September 30, 1999.

By separate order the application to extend the scope of
employment of Dillon-Gage Securities, Inc. is granted, to provide
investment banking services pursuant to the terms set forth in
the revised proposal.

By separate order the court approved the new contract with Dragon
Systems, Inc.

By separate order the court approved a stipulation to allowance
of an unsecured claim of In-Tec Global PTE, Ltd, in the amount of

WESTERN FIDELITY FUNDING: Approval of Accountant For Trustee
On August 4, 1999, the US Bankruptcy Court for the District of
Colorado entered an order approving the engagement of Tryfon
Hristopoulos as accountant for the interim trustee of Western
Fidelity Funding, Inc.

WIRELESS ONE: Hearing On Approval of Disclosure Statement
A hearing will be held on September 2, 1999 at 4:30 PM in the US
Bankruptcy Court for the District of Delaware, Marine Midland
Plaza, 824 Market Street, 6th Floor, Wilmington, Delaware before
the Honorable Peter J. Walsh, Chief United states Bankruptcy
Judge, to consider the adequacy of the information contained in
the First Amended Disclosure Statement.


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Creditors' Service, Inc., Princeton, NJ, and Beard Group,
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ISSN 1520-9474.

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