TCR_Public/990908.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
       
       Wednesday, September 8, 1999, Vol. 3, No. 173                                              
                             
                   Headlines

AAMES FINANCIAL: Notifies Stockholders Of Rights Offering
AQUA VIE: Barhill Acquisition Merges Into Aqua Vie Beverage
BOSTON CHICKEN: Third Motion For Extension of Exclusivity
BOSTON CHICKEN: 3rd Motion To Extend Time to Assume/Reject Leases
CENTRAL EUROPEAN MEDIA: ValueVest Invests In Company

COMMODORE APPLIED TECHNOLOGIES: Appoints Tanner As Auditors
CONTIFINANCIAL: 2nd Quarter Financial Information To Be Delayed
CRIIMI MAE: Wants Additional 60-Days to File Reorganization Plan
CRIIMI MAE: Reports Results For Second Quarter Of 1999
FACTORY CARD: Stock Delisted

FAY LESLIE CO: Dickstein Sells Stock In Wake Of Merger
GENESIS PHYSICIANS: Court Allows Termination Of Contract
GOLDEN STAR RESOURCES: Closes U.S. Securities Offering
GOLDEN STAR RESOURCES: Knotts Hold 9.7% Of Stock
GORGES QUIK: Culwell Resigns; Day New President/CEO

GORGES QUIK: Inactivates Processing Line Due To Undercooked Meat
INSILCO HOLDING: Sells Romac Metals Division
IRIDIUM: Expounds On Events Surrounding Recent Chapter 11 Filing
JAY JACOBS: Seeks Authorization to Liquidate
LOUIS ALLIS: Milwaukee Factory to be Auctioned Sept. 20

ORBIT INTERNATIONAL: Special Meeting-Reverse Stock Split Vote
ORTEC INTERNATIONAL: Soros & Lupa Firms Hold Substantial Shares
PLANET HOLLYWOOD: Reiterates Survival Plan
SERVICE MERCHANDISE: Seeks Protection For Mortgage Holders
SERVICE MERCHANDISE: Seeks To Grant Protection To GE Capital

SINGER COMPANY: Reports First Quarter Loss Of $26.7 Million
SOLOMON ROCKS: Expected To File for Bankruptcy Protection
TRANSAMERICAN ENERGY: July 1999 Financials Show $270,320 Loss
UNITED COMPANIES: Reports Net Loss of $ 583.9 Million For 1998
UNITEL VIDEO: Ceases Negotiations For Sale of Mobile Division
VENCOR: Ventas and Vencor Amend Standstill and Tolling Agreements

Meetings, Conferences and Seminars

                  **********

AAMES FINANCIAL: Notifies Stockholders Of Rights Offering
---------------------------------------------------------
Aames Financial Corporation, a leader in subprime home equity
lending, has mailed notification to stockholders required by the
rules of the New York Stock Exchange regarding the company's
plans for its previously announced rights offering.

On December 23, 1998, Aames Financial Corporation entered into a
preferred stock purchase agreement, as subsequently amended, with
Capital Z Financial Services Fund II, L.P., a $1.8 billion global
private equity fund focused on the insurance, financial services
and healthcare services industries. Under the terms of the
preferred stock purchase agreement, Capital Z (through a
partnership majority owned by Capital Z) has to date purchased
$100 million of Series B Convertible Preferred Stock of Aames
Financial and Series C Convertible Preferred Stock of the company
at a per share equivalent price of $1.00 per share.

The agreement also provides for an offering to the holders of the
company's common stock of non-transferable subscription rights to
purchase one share of Series C Convertible Preferred Stock for
$1.00 per share for each share of common stock owned. If less
than 25 million shares of Series C Convertible Preferred Stock
are purchased in this rights offering, Capital Z has agreed to
purchase the difference (up to 25 million shares of Series
C Convertible Preferred Stock) for $1.00 per share.

Aames Financial has filed a registration statement with the
Securities and Exchange Commission to register the subscription
rights underlying shares of Series C Convertible Preferred Stock
and the shares of common stock into which the Series C
Convertible Preferred Stock is convertible. The record
date for the rights offering is September 7, 1999. It is expected
that certificates evidencing the right to subscribe will be
mailed to holders of common stock as soon as practicable
following the record date. The subscription rights will expire
on September 29, 1999, subject to extension by the company.

The rights offering is subject to three conditions: (i) the
effectiveness of registration under the Securities Act of 1933
and (ii) stockholder approval, and (iii) completion, of a
recapitalization which includes an increase of the company's
authorized common and preferred stock (together with a split of
the outstanding Series B Convertible Preferred Stock and
Series C Convertible Preferred Stock) at the 1998 Annual Meeting
of Stockholders to be held on September 13, 1999.

A registration statement relating to these securities has been
filed with the Securities and Exchange Commission but has not yet
become effective. The company may not sell nor accept offers to
buy prior to the time the registration statement becomes
effective.


AQUA VIE: Barhill Acquisition Merges Into Aqua Vie Beverage
-----------------------------------------------------------
In a merger transaction in which Aqua Vie was the surviving
company, Barhill Acquisition Corporation, a Delaware corporation,
and Aqua Vie Beverage Corporation, also a Delaware corporation,
exchanged 250,000 shares of common stock of Aqua Vie Beverage
Corporation for all the outstanding shares of common stock of
Barhill Acquisition Corporation.

The merger agreement was adopted by the unanimous consent of the
Board of Directors of Barhill and approved by the unanimous
consent of the shareholders of Barhill on August 31, 1999.  Also
on August 31, 1999, it was adopted by the unanimous consent of
the Board of Directors of Aqua Vie and by the consent of a
majority of the shareholders of Aqua Vie.  Prior to
the merger, Barhill had 5,000,000 shares of common stock
outstanding which were exchanged for  the 250,000 shares of
common stock of Aqua Vie.

The officers of Aqua Vie will continue as officers of the
successor company.  The officers, directors, and by-laws of Aqua
Vie will continue without change as the officers, directors, and
by-laws of the successor company.  Pursuant to the merger
agreement, the Certificate of Incorporation was amended to
increase the number of authorized shares of common stock from
50,000,000 to 120,000,000, to permit increases or
decreases in the authorized number of shares of a class without
class approval, and to elect not to be governed by the provisions
of Section 203 of the Delaware General Corporation Law.

Aqua Vie is a development stage company that has developed and is
marketing several flavors of bottled spring water.  The company
intends to continue developing and marketing its flavored water
beverage business with the further development, marketing, and
distribution of its naturally flavored spring water and the
possible development of additional lines of beverage
products.


BOSTON CHICKEN: Third Motion For Extension of Exclusivity
---------------------------------------------------------
The Debtors tell the Court that more time must pass to evaluate
the economic impact of the turnaround measures implemented to
date.  At the same time, the Debtors, their financial advisors
and the Lenders are busy negotiating and structuring potential
transactions with a strategic or financial investor or purchaser.  
In short, the Debtors need more time to continue evaluating their
options to determine the best available alternative for
formulating a successful plan of reorganization that
maximizes recoveries in these cases.  

Accordingly, the Debtors ask Judge Case for a third extension of
their exclusive period during which to file a plan of
reorganization an solicit acceptances of that plan.  The Debtors
propose that their exclusive period during which to file a plan
be extended through October 31, 1999, and that their time to
solicit acceptances of that plan be extended through
December 31, 1999.  

The Debtors tell Judge Case that they are in the "critical stages
of their cases with respect to negotiations with various parties
interested in either an investment or acquisition strategy that
will enable the Debtors to reorganize as a going concern.  * * *  
Based on Debtors' internal analyses and input both from Lazard
and the Debtors' secured lenders," the Debtors say, they "believe
that recoveries for creditors in these cases can be maximized
through Debtors' ultimate alliance with a strategic or
financial investment partner or through a sale of the Company.  

Notwithstanding this current strategy, the Debtors contend, it is
premature to formulate a reorganization plan.  Until such time as
a winning bidder has been selected the Debtors suggest that the
process of maximizing value will be greatly impaired if the
exclusivity period terminated.  In order to insure that the plan
process is orderly and efficient, and that a plan is proposed in
a timely manner without delay and unneeded disruption, the
Debtors stress it is imperative to continue the exclusivity
periods.

To require the formulation a plan before the Debtors are able to
implement a basic operational reorganization allowing realistic
cash flow projections is unproductive and potentially disruptive,
the Debtors argue. Further, if the exclusive periods are not
extended, the progress made and being made by the Debtors in
addressing lease assumptions and rejections, post-petition
financing, and other critical issues is likely to be
interrupted or lost while the Debtors respond to the demands of
various other parties in interest with respect to the formulation
of their plans and negotiations. (Boston Chicken Bankruptcy News
- Issue 16; Bankruptcy Creditors' Service Inc.)


BOSTON CHICKEN: 3rd Motion To Extend Time to Assume/Reject Leases
-----------------------------------------------------------------
Since the Petition Date, the Debtors have:
     * rejected 201 leases,
     * received approval to assume and assign 19 leases, and
     * assumed 85 leases, as amended.

Approximately 565 unexpired leases and subleases of
nonresidential real property remain in limbo, including:

     * 507 Open Store Leases;
     * the Corporate Headquarters Lease;
     * 11 properties adjacent to open Boston Market store
locations;
     * 1 surplus parcel of real property; and
     * 45 subleases with third parties.

The Debtors argue they have made substantial progress in
determining which leases of nonresidential real property have
value for the estates and which are burdensome.  Notwithstanding
their "extremely diligent" efforts, the Debtors need more time to
make the determination as to which of the remaining leases and
subleases should be assumed, assumed and assigned or rejected.  

It is of significant economic importance to management's current
turnaround strategy that the present level of operations and the
existing core number of stores be maintained, the Debtors tell
Judge Case.  Just as it is premature for the Debtors to formulate
a reorganization plan at this time, the Debtors suggest it is
equally premature to make binding decisions as to which
leaseholds should be assumed.  Due to the fact that
more than two-thirds of the Debtors' store operations are
conducted in leasehold locations, the universe of leases to be
assumed and assigned has been and will continue to be a focal
point of the value of the reorganized debtors and a key element
in the negotiations among the Debtors, the lenders and interested
investors.  Until such time as a winning bidder has
been selected the Debtors suggest that the process of maximizing
value will be greatly impaired if there was no continued
flexibility to determine which leases a buyer or investor would
assume and which should be rejected.

Pursuant to 11 U.S.C. Sec. 365(d)(4), the Debtors request an
extension until December 31, 1999, without prejudice to the
Debtors seeking a further extension should it become necessary.
(Boston Chicken Bankruptcy News - Issue 16; Bankruptcy Creditors'
Service Inc.)


CENTRAL EUROPEAN MEDIA: ValueVest Invests In Company
----------------------------------------------------
Investment advisors, ValueVest Partners, L.P. and Valuevest
Management Company, LLC report common share holdings in Central
European Media Enterprises.  The former holds 1,076,000 shares,
representing 5.81% of the company's outstanding shares of common
stock, and ValueVest Partners has shared voting and dispositive
power over that number of shares

ValueVest Management Company, LLC and Mark B. Baker hold
1,251,000, or 6.76%, of the outstanding shares of Central
European Media Enterprises, and shares voting and dispositive
power on that number of shares.

Voting and investment decisions concerning the above securities
are made by ValueVest Management Company, LLC, as general partner
of ValueVest Partners, L.P. and investment manager for certain
other investment management clients of Management.  Management
may (but may not) make voting or dispositive decisions
concurrently for Partners and other investment management
clients.  


COMMODORE APPLIED TECHNOLOGIES: Appoints Tanner As Auditors
-----------------------------------------------------------
Commodore Applied Technologies Inc., following the termination of
its former auditors, PricewaterhouseCoopers, LLP, on August 17,
1999, on that same date, by Board action, appointed Tanner+Co. as
the company's auditors.

While both Commodore and PricewaterhouseCoopers agree there was a
mutually acceptable relationship between the two companies
PricewaterhouseCoopers report on the company's consolidated
financial statements for the year ended December 31, 1998
contained an explanatory paragraph relating to Commodore
continuing as a going concern due to the company's recurring
losses from operations and net cash outflows from operations.

As to the termination of its services PricewaterhouseCoopers said
it had no basis for commenting on the statement that the decision
to terminate the relationship was approved by the Board of
Directors of Commodore.


CONTIFINANCIAL: 2nd Quarter Financial Information To Be Delayed
---------------------------------------------------------------
As previously announced by Contifinancial Corporation, the  
company  is in negotiations for a restructuring with the
providers of its revolving credit facility and commercial paper
program and its purchase and sale facilities and repurchase
agreements.  In light of these negotiations, the company has
been unable to complete its financial information for the
quarterly period ended June 30, 1999.

Continfinancial incurred a net loss for the three months ended
June 30, 1999 of $237.7 million.  According to the company the
net loss arose mainly from the write-down of excess spread
receivables held by it because of an increase in the amount of  
credit losses estimated  to occur in future periods and the
impairment of goodwill due to the  uncertainty of
the company's  long-term ability to securitize its product,
maintain access to warehouse financing, enter into a
restructuring plan and resume operating at a profit.


CRIIMI MAE: Wants Additional 60-Days to File Reorganization Plan
----------------------------------------------------------------
Criimi Mae Inc. is seeking a 60-day extension of its exclusive
periods to file a plan of reorganization and solicit plan
acceptances in order to conclude negotiations with two
prospective equity investors. Criimi Mae's exclusive periods are
currently set to expire on Sept. 10 and Nov. 10, respectively.
The commercial mortgage real estate investment trust is hoping to
extend those dates to Nov. 10 and Jan. 10. (The Daily Bankruptcy
Review; ABI 07-Sept-99)


CRIIMI MAE: Reports Results For Second Quarter Of 1999
------------------------------------------------------
Criimi Mae Inc., the commercial mortgage company that filed to  
reorganize under Chapter 11 of the U.S. Bankruptcy Code on
October 5, 1998, reports three and six months, ended June 30,
1999, results. The quarter, as compared to the corresponding
prior year's quarter, included a higher net interest margin under
both generally accepted accounting principles (GAAP) and on a tax
basis.  However, the company reported a net loss under
GAAP and decreased tax basis income for the quarter ended June
30, 1999 as compared to 1998.  The company's tax basis income
decreased primarily due to reorganization costs when compared to
1998.

The decline in GAAP basis earnings this quarter versus 1998's
second quarter is attributed to reorganization costs and an
unrealized loss of $10.9 million related to the company's
exposure on unsecuritized originated mortgage loans from its
mortgage warehouse facilities.  In addition, prior year second
quarter results included a gain of $29 million from the
resecuritization of commercial mortgage-backed securities.

The net interest margin increased approximately $735,000 under
GAAP and approximately $2 million on a tax basis for the second
quarter of 1999 compared to the second quarter of 1998.  The
increases in net interest margin were primarily due to an
increase in Criimi Mae's holdings of subordinated commercial
mortgage-backed securities and securitized mortgage loans.

Under GAAP, the net loss for the three months ended June 30, 1999
was $2.0 million compared to net income available to common
shareholders for last year's second quarter of approximately  
$43.4 million. For the first six months of 1999, net income
available to common shareholders was approximately $11.4 million,
compared to approximately $55.7 million for the first half of
1998.

Tax basis income available to common shareholders for the second
quarter was approximately $11.9 million compared to approximately
$22.4 million for last year's second quarter.  For the first six
months of 1999, tax basis income was approximately $31.5 million
compared to approximately $37.4 million for the first half of
1998. The company indicates that factors contributing to the
decrease in tax basis income were reorganization costs,
which  totaled $8.7  million for the quarter and $10.7 million
for the first half of 1999, and decreased earnings  from equity
investments.  In the prior year's second quarter, earnings  from
equity investments included a $4.2 million gain from the sale of
a trustee servicing strip as part of Criimi Mae's
resecuritization of subordinated commercial mortgage-backed
securities.

Aggregate GAAP unrealized losses of $33 million related to the
unsecuritized mortgage loans were realized for both GAAP and tax
purposes in August 1999 upon the sale of all but three loans in
one of the warehouse facilities.

The company says it is continuing to work diligently on the
preparation of a plan of reorganization  and, as disclosed in the
company's recent financial filings for the quarter ended June 30,
1999, is considering various recapitalization structures.

Before filing for reorganization, Criimi Mae had been actively
involved in acquiring, originating, securitizing and servicing
multifamily and commercial mortgages and mortgage related assets
throughout the United States. Since filing for Chapter 11
protection, Criimi Mae has suspended its subordinated commercial
mortgage-backed securities acquisition, origination and
securitization programs.  The company, however, continues to hold
a substantial portfolio of subordinated commercial mortgage-
backed securities and, through its servicing affiliate, acts as a
servicer for its own as well as third party securitizations.


FACTORY CARD: Stock Delisted
----------------------------
Factory Card Outlet Corp. (Nasdaq: FCPYQ) announced today that it
has been notified by the NASDAQ/AMEX that the Company's common
stock has been delisted from the NASDAQ National Market,
effective at the close of business on September 1, 1999, as the
result of uncertainties concerning the chapter 11 cases of the
Company and its operating subsidiary.  The Company is considering
requesting the NASDAQ Listing and Hearing Review Council to
review the delisting decision, which request must be made with 15
days after the September 1, 1999 date of such decision.

Factory Card Outlet is a chain of company owned stores offering a
vast assortment of party supplies, greeting cards, gift wrap and
other special occasion merchandise at everyday value prices.


FAY LESLIE CO: Dickstein Sells Stock In Wake Of Merger
------------------------------------------------------
Dickstein & Co., L.P., Dickstein International Limited, Dickstein
Partners LP, Dickstein Partners Inc., and Mark Dickstein recently
changed the aggregate total of beneficial ownership in common
stock of Fay Leslie Co., Inc. held by them.  Together they now
beneficially own an aggregate of 457,189 shares of common stock,
representing  approximately 9.0% of the common stock outstanding.  
Dickstein & Co., L.P. owns 395,098 of such shares, representing
approximately 7.8% of the common stock outstanding,
Dickstein International Limited owns 52,091 of such shares,
representing approximately 1.0% of the common  stock outstanding,
and Mark Dickstein owns 10,000 of such shares,  which are
issuable pursuant to currently exercisable options and which
represent approximately 0.2% of the common stock outstanding.

Dickstein & Co. L.P. and Dickstein Partners, L.P. hold shared
voting and dispositive power over the 395,098 shares; Dickstein
International Limited's holding of 52,091 shares confers shared
voting and dispositive power over that number of shares.  
Dickstein Partners Inc. hold shared voting & dispositive power on
447,189 of the shares, representing 8.8% of the outstanding
shares of common stock based on the August 25, 1999 total
of 5,053,000 shares outstanding.

Mark Dickstein exercises sole voting and dispositive power on the
10,000 shares of common stock issuable upon exercise of options
held by him.

On August 17, 1999, each of Dickstein & Co., and Dickstein
International elected to receive from Fay Leslie, $7.00 in cash
in exchange for, respectively, 200,000 and 50,000 shares of
common stock  by virtue of the company's merger with a
subsidiary.  Under the terms of the merger, electing shareholders
received cash for 0.7781893 of their shares as to which they had
made a cash election.  The merger was consummated on August
25, 1999, and on that date the company purchased 155,638 shares
from Dickstein & Co. and 38,909 shares from Dickstein
International Limited.


GENESIS PHYSICIANS: Court Allows Termination Of Contract
--------------------------------------------------------
A federal bankruptcy judge allowed one of North Texas'
largest physicians groups to terminate its contracts with two
major managed-care companies, and many patients may be caught in
the middle.  The 900-doctor Genesis Physician Practice
Association filed for Chapter 11 bankruptcy protection July 28 in
Dallas. Since then, the group, which serves 30,000 patients, has
been negotiating contracts with five managed-care companies.

The group reached agreements with three of the plans in August.
U.S. Bankruptcy Judge Steven A. Felsenthal approved Genesis'
request to reject contracts to serve members of Pacificare of
Texas and Prudential Health Care Plan.

But since filing the request to reject the Pacificare contract,
Genesis has reached a new arrangement with the plan, meaning that
all those patients can continue seeing their same doctors.

Genesis and Prudential have not reached an agreement, raising the
possibility that some of the 9,000 Prudential HMO members in
Dallas and Plano might have to search for new doctors in 90 days.

Felsenthal ordered Genesis and Prudential to follow state
"continuity of care" laws, which means Genesis must continue to
provide care to Prudential patients and Prudential must continue
to reimburse Genesis for 90 days.

Genesis had petitioned the court to reject the old contracts,
saying the group was losing money on the agreements.

Besides the new Pacificare contract, Genesis has signed
agreements with Cigna, NylCare, and Humana/PCA Health Plans of
Texas. The new contracts mean Genesis' patients who belong to
those companies' HMOs can continue seeing the same doctors.

The Genesis bankruptcy has drawn national attention to the
increasing tension between health plans and physician groups,
industry analysts say. "You don't have to look far to find
similar stories across the country," Rosmarin said.

Louis Robichaux, health care analyst with PricewaterhouseCoopers,
testified in the bankruptcy court yesterday that Genesis' cash-
flow problems are common to physician groups across the country.
Keeping the contracts would have -potentially resulted in a cash
crisis in as short a time as a month," he said.


GOLDEN STAR RESOURCES: Closes U.S. Securities Offering
------------------------------------------------------
On August 24, 1999, Golden Star Resources Ltd. announced the
closing of a United States offering of $7,616,500 of the
company's securities, consisting of (i) $4,155,000 aggregate
principal amount of its subordinated convertible debentures, with
interest to be paid semi-annually, together with 200 common share
purchase warrants for each $1,000 aggregate principal
amount of debentures issued entitling the holder thereof to
purchase 200 common shares of the company for a four-year term
after the closing of the offering at $1.50 per share during the
first two years of the term and at $1.75 per share during the
balance of the term, and (ii) 6,923,000 equity units at $0.50 per
unit, each consisting of one common share of the company
and one-half of a common share purchase warrant, with each whole
warrant entitling the holder thereof to purchase one additional
common share at $0.70 for a period of 18 months following the
closing of the offering. The debentures are convertible into
common shares at a rate of $0.70 per share.

Without giving effect to the exercise of the warrants, Golden
Star Resources received net proceeds, after deducting
approximately $1.3 million for agency fees and offering expenses,
of approximately $6.3 million, $4.5 million of which will be used
to fund the initial purchase price payment of a 70% interest in
Bogoso Gold Limited in Ghana. The balance of the net
proceeds of the offering will be used for working capital and
general corporate purposes. The $4.5 million purchase price
payment will be held in escrow until the closing of the company's
acquisition of its interest in Bogoso Gold Limited.

On August 23, 1999, the company filed a final prospectus
supplement with the Securities and Exchange Commission in
connection with the financing of the initial purchase price of
its interest in Bogoso Gold Limited.


GOLDEN STAR RESOURCES: Knotts Hold 9.7% Of Stock
------------------------------------------------
Knott Partners, L.P and David M. Knott beneficially own 2,201,829
shares, or 5.7% of the outstanding shares of common stock of
Golden Star Resources Ltd.  Sole voting and dispositive power
over the shares is held Knott Partner, L.P.  David M. Knott holds
shared voting power over 1,620,428 shares, and shared dispositive
power over 1,706,742 shares, thereby representing 9.7% of the
total shares of outstanding common stock of Golden Star
Resources.
    

GORGES QUIK: Culwell Resigns; Day New President/CEO
---------------------------------------------------
Gorges Quik-to-Fix Foods, Inc. of Dallas has announced that J.
David Culwell has resigned as Chief Executive Officer and a
director of the Corporation.  Effective August 16, 1999, William
D. Day joined the company as President and Chief Executive
Officer.

Since 1995, Mr. Day has been employed by Specialty Foods
Corporation, most recently as President and C.E.O. of its
subsidiary, H & M Foods System, Inc. of Fort Worth, Texas, a
producer of pre-cooked, specialty meats and
prepared foods for restaurants and food manufacturers.  
Previously, Mr. Day was Executive Vice President of Operations
and Technology at Stella Foods, Inc.  Before that, he held
various management positions at Stella foods and
Kraft Foods.

Quik-to-Fix Foods is a producer of quality value-added meats.  
Nationally recognized leaders in the foodservice industry, the
Quik-to-Fix(R) and Gorges(R) brands are said to have been at the
center-of-the-plate for over 50 years. The company stands
committed to providing valued wholesale and operator customers
with a wide variety of quality, frozen further-processed, center-
of-the-plate options.  Quik-to-Fix Foods offers value-added
products that tend to meet the needs of today's foodservice
operators.


GORGES QUIK: Inactivates Processing Line Due To Undercooked Meat
----------------------------------------------------------------
Last month Quik-To-Fix Foods Inc. voluntarily recalled
approximately 600,000 pounds of product because some of the
product may have been undercooked.  The company notified the U.S.
Department of Agriculture after a food distributor received word
from a customer that a package of the product, beef tips and
gravy, contained undercooked meat.

These products are not sold in super markets, but through food
distributors who sell to restaurants, institutional users, and by
home delivery.  The distributors are thus able to directly notify
customers who bought the product.

The company indicated it would inactivate the one processing line
involved until the company, USDA and an independent third party
(a food safety consultant brought in by the company to review the
process) are completely satisfied that the process is working
properly.  Gorges Quik To Fix Foods said it took these actions so
its customers can continue to be sure of the company's one
hundred percent commitment to quality, and that Quik-To-Fix
products are safe and wholesome.


INSILCO HOLDING: Sells Romac Metals Division
--------------------------------------------
Insilco Holding Co. reports it sold its Romac Metals division to
Somerset, New Jersey-based Acme Tube, Inc., a member of the
Premiere Pipe and Tube Group. Romac, headquartered in Troutman,
North Carolina, employs 130 associates and is a manufacturer of
specialty stainless steel tubing used in a variety of
applications. Financial terms of the transaction were not
disclosed.

David A. Kauer, Insilco President and CEO, said, "As we
previously reported, our intent is to refine our strategic focus
on key businesses within our automotive and technologies
segments. Romac has been manufacturing high-quality tubing for
years, however, we determined that Romac does not fit with our
strategy. We appreciate the loyalty and dedication of Romac
employees and wish them the best in the future."

Insilco Holding Co., based in suburban Columbus, Ohio, is a
diversified manufacturer of industrial components and a supplier
of specialty publications.  The company's industrial business
units serve the automotive, electronics, telecommunications and
other industrial markets, and its publishing business serves the
school yearbook market. It had revenues in 1998 of $535.6
million.


IRIDIUM: Expounds On Events Surrounding Recent Chapter 11 Filing
----------------------------------------------------------------
A report, filed with the Securities & Exchange Commission,
involving Iridium LLC (the "Parent"), Iridium Operating LLC
("Operating"), Iridium World Communications Ltd. ("IWCL"),
Iridium Capital Corporation ("Capital"), Iridium Roaming LLC
("Roaming"), Iridium IP LLC ("IP") and Iridium Facilities
Corporation ("Facilities")revealed that on August 13,
1999, Parent, Operating, IWCL and Capital filed a voluntary
petition for reorganization under Chapter 11 of the Federal
Bankruptcy Code in Federal District Court in Delaware

To clarify the interaction of the entities, IWCL acts as a member
of the Parent and has no other business. Operating is a wholly
owned subsidiary of the Parent. The business of Operating,
operating the Iridium system and offering Iridium services,
constitutes substantially all of the business of
the Parent. Capital, Roaming, IP and Facilities are wholly owned
subsidiaries of Operating.

Also, on August 13, 1999, an earlier purported involuntary
petition for reorganization under Chapter 11 was filed in respect
of Iridium Operating LLC and Iridium Capital Corporation in
Federal District Court in the Southern District of New York by
three holders of bonds issued by Operating and Capital and
members of the bondholder committee. On August 16, 1999,
the United States Bankruptcy Court for the Southern District of
New York, with the consent of the parties, issued an order
permitting Iridium to operate its business in the ordinary course
pending a determination as to which venue is appropriate.

During the period prior to the filings of the bankruptcy
petitions, Iridium engaged in negotiations regarding a potential
restructuring of Iridium's capital structure which included
Iridium and various constituencies of its creditors and its
equity holders. One of the parties to these negotiations
was a group of holders of bonds issued by Operating and Capital.  
In connection with these negotiations, Iridium agreed with the
bondholder committee that by August 15, 1999 it would disclose
publicly certain confidential information of Iridium provided by
Iridium to the bondholder committee during the course of
negotiations. Iridium has made the following public disclosure
pursuant to that agreement.

Projected Capital Expenditures, Operating Expenditures and
Revenues. In early July 1999, Iridium projected that it would
have:

(i) cumulative accrued revenues of approximately $35              
million, $431 million, $1,004 million and $1,371 million for
the six months ended December 31, 1999 and the years ended
December 31, 2000, 2001 and 2002;

(ii) consolidated operating expenses of approximately $437
million, $622 million, $612 million and $611 million for the six
months ended December 31, 1999 and the years ended December 31,
2000,2001 and 2002; and

(iii) consolidated capital expenditures of approximately $151
million, $286 million, $285 million and $285 million for the six
months ended December 31, 1999 and the years ended December 31,
2000, 2001 and 2002.

Iridium believes the foregoing projections are no longer accurate
and should not be relied on.  Actual results are likely to be
materially different from the results expressed or implied by
such projections. The foregoing projections have not been updated
to reflect events since early July 1999 and when made, were based
on various assumptions about future events that have not been
realized or are now less likely to be accurate, including that
Iridium, its creditors and its equity holders would reach
consensus on a restructuring of Iridium's capital structure prior
to mid-August 1999.

The negotiations regarding the potential restructuring of
Iridium's capital structure that Iridium engaged in prior to the
filings of the bankruptcy petitions generally focused on the
following constituencies: (i) the lenders under Iridium's $800
million secured credit facility; (ii) the lenders under Iridium's
$750 million guaranteed credit facility; (iii) holders of the
approximately $1.45 billion of bonds issued by Operating and
Capital; (iv) holders of other debt obligations of Operating and
Capital; (v) strategic equity investors in Iridium; (vi) IWCL;
and (vii) Motorola, Inc. as principal vendor for the operation of
the Iridium System.

During the negotiations, the various parties made several formal
proposals to each other. In general, these proposals provided the
proposing party's view of what securities and rights the various
constituencies of Iridium's creditors and its equity holders
would have after a restructuring of Iridium's capital structure
had occurred.  Iridium made several formal proposals, including
proposals negotiated in sequence - negotiations with
one party that resulted in changes to the proposal prior to
presentation to one or more other constituencies. Iridium's
latest proposal, as negotiated with and conditionally agreed to
by Motorola, was presented to the bondholder committee late in
the week of August 9, 1999 for the purpose of seeking agreement
in principle from the bondholder committee. Such an
agreement could not be reached prior to the filings of the
bankruptcy petitions.  In addition, the latest proposal was not
formally presented to or approved or disapproved by other
constituencies, including the lenders under Iridium's credit
agreements and Iridium's strategic investors. Accordingly,
Iridium expects that the details of any agreement among the
constituencies, including new investment amounts and post-
restructuring equity holdings of the various constituencies,
could differ substantially from the latest proposal.

The salient features of the structure of the latest proposal
generally were that: (i) the lenders under Iridium's credit
facilities would extend the maturity of, and modify the business
covenants included in, those facilities; (ii) the holders of
approximately $1.45 billion of bonds and other debt obligations
of Iridium and Operating, including outstanding unsecured
obligations to Motorola, would convert all or a substantial
portion of their holdings to an equity position which would
represent, in the case of the holders of the bonds, approximately
one-third of the equity interests in Iridium and, in the case of
the holders of other debt obligations, approximately 12% of such
equity interests; (iii) some of Iridium's current strategic
investors and/or other parties would make substantial new equity
investments in Iridium, estimated at approximately
$500 million; (iv) Motorola, as principal vendor for the
operation of the Iridium System, would grant Iridium significant
deferrals of substantial amounts scheduled to be due under the
contracts for the operation of the Iridium System; and (v) the
equity investors that do not make new equity investments in
Iridium would accept substantial dilution of their interests
in Iridium.

Iridium expects that negotiations among the various
constituencies will continue in connection with the bankruptcy
proceeding. Iridium can provide no assurance that these
negotiations will result in a consensual restructuring or that
the interests of various constituencies, including
those of current holders of equity in Iridium, will not be
reduced further or eliminated as a result of the
bankruptcy proceedings.


JAY JACOBS: Seeks Authorization to Liquidate
--------------------------------------------
Jay Jacobs Inc., a Seattle-based clothing retailer, filed for
chapter 11 protection on Friday and asked Bankruptcy Judge Thomas
T. Glover to authorize liquidation of inventory and termination
of Rex Loren Steffey as president and CEO, the Associated Press
reported. The 58-year-old company tried to shift its focus from
teenagers to young professionals after it filed for bankruptcy
in May 1994 and emerged in October 1995 with 153 stores. In
December 1997, a bankruptcy judge approved a recapitalization as
a modification to the reorganization plan, but the company
has had cash flow problems since last fall. The company said in a
statement Friday, "It currently is contemplated that the leases
for 114 stores in 22 states will either be rejected or assigned
and store employees will be laid off." Founded in 1941, the
company laid off 54 employees at its corporate headquarters and
distribution center on Aug. 27; as of July 31, the company
employed about 1,500 people.


LOUIS ALLIS: Milwaukee Factory to be Auctioned Sept. 20
-------------------------------------------------------
The former factory of bankrupt Louis Allis Co., a 550,000-square
foot plant in the Bay View neighborhood of Milwaukee, will be put
up for sale in a sealed bid auction Sept. 20, The Milwaukee
Journal Sentinel reported Friday. Proceeds from the sale will go
first to BankOne, which is the principal creditor. One potential
buyer, Industrial Properties Inc., has already offered $1
million, but the minimum bid will be $1.15 million. The
bankruptcy estate will get 3 percent of the sale price, with a
minimum payment of $25,000 and a maximum of $50,000. Louis Allis
filed chapter 7 last October and listed assets of $17.1 million
and liabilities of $19.6 million. At one time, the company was a
major manufacturer of electric motors and generators.


ORBIT INTERNATIONAL: Special Meeting -Reverse Stock Split Vote
--------------------------------------------------------------
A secial meeting of stockholders of Orbit International Corp.
will be held at the offices of the company at 80 Cabot Court,
Hauppauge, New York 11788, at 10:00 a.m., Eastern Daylight
Savings Time, on October 1, 1999.  The special meeting is being
called to consider and vote upon a proposal to effect a one-for-
three reverse stock split.  Stockholders of record at the
close of business on September 3, 1999, the record date fixed by
the Board of Directors, are entitled to notice of, and to vote
at, the meeting.

One-third of the outstanding shares of common stock, present in
person or represented by proxy, will constitute a quorum at the
special meeting.  The approval of a majority of the outstanding
shares of common stock entitled to vote is required for amendment
to the Certificate of Incorporation to effect the approval of the
one-for-three reverse stock split.  At the close of business on
September 1, 1999, 6,077,593 shares of common stock were
outstanding and eligible for voting at the meeting.

The full text of the proxy statement, with proposal, may be found
at http://www.sec.gov/cgi-bin/srch-edgar?0000074818-99-000018on  
the Internet, free of charge.


ORTEC INTERNATIONAL: Soros & Lupa Firms Hold Substantial Shares
---------------------------------------------------------------
In a combination of share holdings, Soros Fund Management LLC and
Stanley F. Druckenmiller hold 12.55% of the outstanding shares of
common stock of Ortec International Inc., i.e., 823,800 shares.  
Lupa Family Partners holds 467,400 shares representing 7.12% of
the outstanding shares of the company.  George Soros has sole
voting and dispositive power over 467,400 shares, and shared
voting and dispositive power over 823,800 shares, an aggregate
holding of 1,291,200 shares.

Both Soros Fund Management LLC and Mr. Druckenmiller may be
deemed the beneficial owner of the 823,800 shares held for the
account of Quasar Partners.  Mr. Soros may be deemed the
beneficial owner of the 1,291,200 shares approximately 19.67% of
the total number of shares outstanding). This number consists of
823,800 shares held for the account of Quasar Partners and
467,400 shares held for the account of Lupa. Lupa may be
deemed the beneficial owner of the 467,400 shares held for its
own account. 23,700 shares are held for the account of Quasar
Rabbico N.V., a Netherlands Antilles corporation, which is a
wholly owned subsidiary of Quasar Partners.  Investment
discretion granted to Soros Fund Management LLC, under contracts
with its clients, does not extend to portfolio investments of
Quasar Rabbico, including the investment in the shares.
Each of Soros Fund Management LLC, Mr. Soros and Mr.
Druckenmiller expressly disclaims  beneficial ownership of any
such shares.

Soros Fund Management LLC may be deemed to have the sole power to
direct the voting and disposition of the 823,800 shares held for
the account of Quasar Partners.  Each of Mr. Soros and Mr.
Druckenmiller may be deemed to have the shared power to direct
the voting and  disposition of the 823,800 shares held for the
account of Quasar Partners.  Mr. Soros, by virtue of his position
as a general partner  of Lupa, may be deemed to have the sole
power to direct the voting and disposition of the 467,400 shares
held for the account of Lupa. Mr. Paul Soros, the other general
partner of Lupa, does not normally exercise voting  and
dispositive power over the investments held for the account of
Lupa.  Lupa may be deemed to have the sole power to direct the
voting and disposition of the 467,400 shares held for its own
account.

By virtue of a combination of Quasar Fund with and into Quantum
Industrial Holdings Ltd., effective February 1, 1999, portfolio
investments previously held indirectly by Quasar Fund (including
the shares held for the account of Quasar Partners) were
transferred to, and are held indirectly by, Quasar Industrial
Holdings.  Soros Fund Management LLC serves as principal
investment manager to both Quasar Partners and Quasar Industrial
Holdings, and remains the principal  investment manager of such
portfolio investments.  The partners of Quasar Partners,
including Quantum Industrial Partners LDC, a Cayman  Islands
limited duration company, have the right to participate in the
receipt of dividends from, or proceeds from the sale of,
the shares  held for the account of Quasar Partners in accordance
with their partnership interests in Quasar Partners.


PLANET HOLLYWOOD: Reiterates Survival Plan
------------------------------------------
As previously reported here, Planet Hollywood International, Inc.
has entered into an agreement in principle with a subcommittee
representing holders of its Senior Subordinated Notes due 2005
and with an investor group organized by Robert Earl, the
company's founder and Chief Executive Officer, to restructure the
company's financial position. The plan is designed to enable
Planet Hollywood to resolve its financial difficulties, stemming
in part from its rapid expansion in 1996 and 1997, while
positioning the company for a return to long-term profitability.

The plan includes a $30 million equity investment from an
investor group including two of the company's largest
shareholders, HRH Prince Alwaleed Bin Talal and Mr. Ong Beng
Seng, and a Trust in which the sole beneficiaries are Mr. Earl's
children. It is planned that this capital infusion will provide
Planet Hollywood with the necessary working capital
to continue moving forward with its strategy to improve
performance by refocusing on its core base of Planet Hollywood
restaurants and disposing of non-core businesses and unprofitable
units.

The proposed plan is conditioned upon acceptance of the offer by
holders of not less than $160 million of the notes. The plan has
already received the unanimous support of the subcommittee,
representing a minority of the notes. The subcommittee, which was
advised by Houlihan, Lokey, Howard and Zukin, will recommend
acceptance of the agreement to an informal committee
representing a majority of the $250 million outstanding principal
amount of the notes. Planet Hollywood has been in default on
interest due on the notes since April 1999.

The proposed agreement provides for the satisfaction of the notes
through the issuance of a combination of $47.5 million of cash,
$60 million of new secured PIK Notes, and new common stock, which
will give holders of the notes a 26.5% equity stake in the
reorganized company. The investor group will invest $30 million
to purchase a 70% equity stake in the reorganized
company and will assist in obtaining a minimum $40 million bridge
facility, which will be secured by substantially all assets and
will receive 3.5% of the new common stock. The liens of the new
secured PIK Notes will be subordinate to the new senior
secured notes and up to $25 million for a working capital
facility.

In addition, all currently existing shares of the company's
common stock will be cancelled and exchanged for 200,000 new
warrants for the new common stock exercisable for three years.
The exercise price of the new warrants will be set at a level
such that the warrants will be "in the money" only
to the extent unsecured creditors, including holders of the
notes, are paid in full.

Mr. Earl commented, "We are pleased to have reached an agreement
in principle that will enable Planet Hollywood to restructure its
financial obligations and will provide the company with
sufficient working capital going forward to effect a turnaround
of the business. We are confident we are taking the necessary
steps to revitalize our Planet Hollywood operations, and this
plan will allow us to continue implementing our strategy. We
remain committed to providing consumers with an exciting and
unique dining experience, including great food at great prices,
and we believe this restructuring will put us in a position
to do just that for many years to come."

Under the proposed plan, the company's Board of Directors will be
reconstituted to consist of five members designated by the
investor group organized by Mr. Earl and two members designated
by the holders of the notes. Planet Hollywood will attempt to
negotiate the restructuring of various of its leasehold and other
debt obligations as part of a definitive reorganization plan. The
restructuring will be effected through a voluntary
pre-negotiated or pre-packaged Chapter 11 filing, subject to
formal documentation. The company intends to continue its
operations in the normal course of business as it implements its
business plan to refocus its core Planet Hollywood operations,
reduce overhead costs, and continue the disposition of excess
assets.

Planet Hollywood's states it objective is to finalize and
implement the restructuring prior to year-end. However, there is
no assurance that the restructuring will be effectuated or as to
the final terms of the restructuring.


SERVICE MERCHANDISE: Seeks Protection For Mortgage Holders
----------------------------------------------------------
Prior to the Petition Date, First Union committed to make
mortgage loans to the Debtors in an aggregate amount not to
exceed $75,000,000, with those loans being secured by parcels of
real property owned or leased by Service Merchandise or an
affiliate.  The loans were pooled into two securitization
vehicles:

(A) $58,263,000 of properties were grouped into SMC-SPE-1, Inc.;
and

(B) $21,942,500 of properties were grouped into SMC-SPE-2, Inc.

Although special purpose entities, the Debtors do not concede
that they are bankruptcy remote entities.  The Debtors note that
each pool is cross-collateralized.  

After arranging the pools of mortgage loans, First Union sold its
interests to the registered holders of the Merrill Lynch Mortgage
Investors, Inc., Mortgage Pass-Though Certificate, Series 1996 C2
and the registered holders of First Union Lehman Brothers
Commercial Mortgage Pass-Through Certificated Series 1997-C1, for
which State Street Bank & Trust Company serves as Indenture
Trustee.  

State Street has demanded that the Debtors provide adequate
protection of the certificate holders' security interests.  
Negotiations have culminated in an agreement that:

(a) Service Merchandise will deliver $2,400,000 to State Street
for the benefit of the MLMI Trust and $900,000 for the benefit of
the FULB Trust;

(b) Effective October 1, 1999, the Debtors will remit $725,000 to
State Street for the benefit of the MLMI Trust and $275,000 per
month for the benefit of the FULB Trust;

(c) to the extent that the value of the Trusts' Collateral
diminishes after March 27, 1999, the Trusts will hold a claim
pari passu with the DIP Lenders' claims equal to the extent of
any diminution;

(d) the Debtors will pay all real estate taxes and assessments as
they become due and will maintain adequate insurance;

(e) the Debtors will deliver to State Street the proceeds from
the sale of any of the Trusts' collateral during the chapter 11
cases;

(f) this agreement will terminate on the earlier of (1)
substantial consummation of a plan of reorganization; (2)
conversion to a chapter 7 proceeding or appointment of a trustee;
and (3) a payment default not cured within 10 business days.

(g) the Debtors agree to treat the Trusts as their most favored
pre-petition secured creditor, meaning that, in the event the
Debtors grant superior adequate protection to another pre-
petition secured creditor, the same or better economic terms will
be provided to the Trusts. (Service Merchandise Bankruptcy News
Issue 9; Bankruptcy Creditors' Services Inc.)


SERVICE MERCHANDISE: Seeks To Grant Protection To GE Capital
------------------------------------------------------------
General Electric Capital Business Asset Funding Corporation is
the holder of a $2,600,000 loan to Service Merchandise, evidenced
by a 1996 Promissory Note and secured by a Mortgage.  GE has
requested adequate protection of its security interests.  The
Debtors conclude that they need the mortgaged property.  
Negotiations yielded an agreement between the Debtors and GE
that GE's interests will be adequately protected if the Debtors
(i) pay $15,761 per month for non-default rate interest accruing
on the loan, (ii) maintain adequate insurance on the property,
(iii) pay all taxes as they become due, (iv) keep the property in
good repair, and (v) respond to GE's information requests.  

Accordingly, the Debtors ask the Court for approval of this
arrangement. (Service Merchandise Bankruptcy News Issue 9;
Bankruptcy Creditors' Services Inc.)


SINGER COMPANY: Reports First Quarter Loss Of $26.7 Million
-----------------------------------------------------------
The Singer Company today announced preliminary results for
the 1999 first and second quarters ended March 31 and June 30,
respectively. Announcement of these results has been delayed as
the company seeks to resolve certain matters in its financial
statements for the fiscal year 1998, ended January 2, 1999
relating to the proposed purchase of assets of a Russian
business. Singer also announced that on September 6, 1999, its
German subsidiary, G.M. Pfaff AG, had applied to the courts in
Germany for the filing of insolvency proceedings. As there
probably will be adjustments to the year-end results which could
affect future periods, financial statements for the first two
quarters are preliminary.

First quarter revenues were $ 254.5 million, a decline of 18
percent from $ 312 million in the same period last year. The drop
in revenues largely reflects the dramatic decline in the
industrial sewing market that began in the third quarter
of 1998 and the divestiture (and resulting loss in sales) of the
company's retail operation in Brazil at year-end 1998.  In the
first quarter the company recorded a net loss of $26.7 million,
or of $.55 per share, versus a net loss in the same quarter a
year ago of $15.5 million, or of $ .33 per share.

The larger loss primarily is the result of the drop in revenue
and resulting underabsorption of fixed costs, particularly at the
company's industrial sewing factories.  

Industrial sewing machine sales in the United Kingdom and the
United States were particularly affected by the continuing slump
in the industrial sewing market, as industrial sewing production
migrated to regions with lower costs.

The net loss in the 1999 first quarter included a foreign
exchange loss of $ 4.1 million in Brazil, reflecting that
country's very large devaluation in January 1999.

In the second quarter of 1999 revenues were $ 246 million, a
decline of 21 percent from $ 311.6 million in the same quarter of
1998. The company's net loss in the quarter was $ 18.6 million,
or of $ .39 per share, versus a net loss of $ 2.3 million, or of
$ .07 per share in the same quarter last year.  As in the
first quarter, the sales decline was largely due to the erosion
in the industrial sewing market and to the sale of the company's
retail operation in Brazil, as well as the sale of the company's
consumer sewing machine factory in Taiwan.


First half revenues of $ 500.5 million were down 20 percent from
$ 623.6 million in the same period of 1998. The net loss in the
first half was $ 45.3 million, or of $ .94 per share, versus a
net loss of $ 17.8 million, or of $ .40 per share in 1998. The
company's gross margins rose to 32.7 percent in the first half
from 32 percent last year.

The company's operations generated $ 17 million in cash in the
first half of 1999, primarily from reductions in working capital.

On August 17, Singer announced that it had entered into an
amended agreement to acquire certain property and equipment in
Russia, used primarily to produce industrial sewing machine arms
and beds. The amended agreement, which replaced a former
agreement entered into in December 1997, called for the purchase
price of $ 30.6 million to be deducted from the $ 50 million
Singer transferred upon signing the original agreement in
December 1997, which was to be held as a bank deposit, and for
the balance of $ 23.6 million, including interest, to be
refunded to Singer according to a schedule through October 1,
1999. The company has received $ 6 million to date, according to
the schedule; another $ 1.5 million of the $ 2.5 million due
August 31, 1999, has not yet been received.


SOLOMON ROCKS: Expected To File for Bankruptcy Protection
---------------------------------------------------------
Solomon Rooks, the owner of Missouri's Greenwood Cemetery, is
expected to file for bankruptcy, according to a newswire report.
The cemetery is one of the largest African American cemeteries in
the United States. A circuit court judge is set to decide whether
to transfer control of the cemetery to St. Louis County after
receiving complaints that Rooks has not properly maintained the
property.


TRANSAMERICAN ENERGY: July 1999 Financials Show $270,320 Loss
-------------------------------------------------------------
On September 1, 1999, Transamerican Energy Corporation filed its
monthly operating report for the period ended July 31, 1999 with
the U.S. Bankruptcy Court for the Southern District of Texas,
Corpus Christi Division.  Showing zero revenues the company
reported a loss of $270,320.


UNITED COMPANIES: Reports Net Loss of $ 583.9 Million For 1998
--------------------------------------------------------------
United Companies Financial Corporation (OTC:UCFNQ), which has
been in Chapter 11 reorganization since March 1, 1999, today
reported a net loss for 1998 of $583.9 million or $20.74 per
share compared to net income of $74.6 million or $ 2.30 per share
for 1997.

The Company's announcement was delayed pending completion of its
audited consolidated financial statements as of December 31,
1998, and for the year then ended.

The net loss in 1998 resulted primarily from a $605.6 million
writedown to the valuation of the Company's Interest-only and
residual certificates at December 31, 1998.

Separately, the Company announced that with the completion and
release of its 1998 financial statements, Michael W. Trickey will
step down as Chief Financial Officer to develop his consulting
business. Mr. Trickey, who joined United Companies in April 1999,
will be available to the Company on a consulting basis as it
formulates its plan of reorganization.  United Companies is a
specialty finance company that services non-traditional consumer
loan products. The Company has been in a Chapter 11
reorganization since March 1, 1999.


UNITEL VIDEO: Ceases Negotiations For Sale of Mobile Division
-------------------------------------------------------------
Unitel Video, Inc., a provider of studio, mobile and post-
production services for the entertainment industry, is no longer
involved in negotiations with National Mobile Television, Inc.
regarding a sale of the mobile television production assets of
Unitel Mobile Video, a division of Unitel.  Unitel previously
announced that it had reached an agreement in principle for
National Mobile Television to acquire the mobile television
production assets of Unitel Mobile Video and that Unitel and
National Mobile Television were pursuing the negotiation of a
definitive purchase and sale agreement.

Unitel also announced that it has reached an agreement in
principle to sell its owned real estate located in California,
the proceeds will be used to repay certain indebtedness. Unitel
is a leading provider of studio and mobile production facilities
and post-production services to virtually every major
entertainment company in the United States. Unitel's studio
division comprises four production studios in New York City that
are used by leading network, cable and syndicated television
producers. Unitel's mobile division, with eleven units, provides
on-location services for the taping and live telecasting of
sports, musical, entertainment and cultural events throughout
North America. Unitel also provides post-production services to
producers of theatrical films, television programs and
corporations through its New York based post-production facility


VENCOR: Ventas and Vencor Amend Standstill and Tolling Agreements
-----------------------------------------------------------------
Sept. 7, 1999--Ventas, Inc. (NYSE:VTR) announced today that the
Company and Vencor, Inc. (OTC:VCRI), its principal tenant, have
agreed to amend the standstill agreement which the parties
entered into on April 12, 1999.  In order to continue discussions
among the parties regarding a global restructuring, the amended
standstill agreement will extend for three business days, until
5:00 p.m. on September 9, 1999, the obligations of each of the
Company and Vencor to refrain from pursuing any claims against
the other or any third party relating to the April 1998
reorganization or the Company's agreement not to exercise its
remedies under its lease agreements with Vencor, other than its
delivery of notice of non-payment of September rent. The
standstill period will terminate on the earlier to occur of
September 9, 1999 or any date that a voluntary or involuntary
bankruptcy case is commenced by or against Vencor. The Company
will be entitled to exercise its remedies under its lease
agreements with Vencor with respect to the late payment of August
rent, unless Vencor or its bank lenders pay the full amount of
unpaid August rent by 5:00 P.M. on September 14, 1999.  The
Company and Vencor also agreed to renew an agreement between the
parties that any statutes of limitations or other time
constraints in a bankruptcy proceeding that might be asserted by
one party against the other would be extended or tolled from
April 12, 1999, until September 9, 1999.  The Company is a real
estate company whose properties include 219 nursing centers, 45
hospitals, and eight personal care facilities operated in 36
states.  


Meetings, Conferences and Seminars
----------------------------------
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,
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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