TCR_Public/990927.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
       
       Monday, September 27, 1999, Vol. 3, No. 186                                              
                             
                   Headlines

BARNEY'S: Sales Up/Losses Down In Quarter & 6-Month '99 Periods
CENTENNIAL COAL: Frontier Insurance Objects To Settlement
CENTRAL EUROPEAN: Mark A. Riely Holds 5.1% Of Stock
DOW CORNING: Confirmation Objection; Creditors re Cram Down
ELDER BEERMAN: Snyder Capital Purchases 19.6% Of Common Stock

FEDCO: The Last of the Mohicans
FILENES BASEMENT: Sustaining Losses In 1999
GARDEN BOTANIKA: Reports Latest 3- & 6-Month Financial Figures
HARNISCHFEGER: Delays Financials/Warns Larger Losses
HARNISCHFEGER: Seeks Approval of Vehicle Fleet Lease

IMAGYN MEDICAL: Approval of Disclosure Statement
INOTEK TECHNOLOGIES: Director Holds 32.8% Of Common Stock
LIBERTY HOUSE: Consulting Services Agreement
LOEHMANNS: Store Closures Cause $18.4 Million Charge
MMH HOLDINGS: Pre-& Post-Recapitalization Financial Reports

NATIONAL RECORD: Reschedules Annual Meeting Due To Printer Error
OMEGA ENVIRONMENTAL: Financial Information For June & July
PENN TRAFFIC: Successor's First Five Weeks - $8.7 Million Loss
RUSSELL CAVE: Disclosure Statement and Joint Liquidating Plan
TELETRAC INC: Seeks Authority to Approve Settlements

TRANSTEXAS GAS: Chapter 11 Involvement Delays Filing Financials
TRISM INC: Case Summary & 20 Largest Creditors
VENCOR: Stipulation With Ventas Concerning Rent Payments
WOVEN SHIRT: Sale of Assets To Four Star Realty Inc.

                   *********

BARNEY'S: Sales Up/Losses Down In Quarter & 6-Month '99 Periods
---------------------------------------------------------------
Barneys New York, Inc. and subsidiaries, is a retailer of men's
and women's apparel and accessories and items for the home. On
January 10, 1996, Barney's, Inc. and subsidiaries filed voluntary
petitions for reorganization under chapter 11 of the United
States Bankruptcy Code. The Predecessor company's plan of
reorganization was confirmed on December 21, 1998 and became
effective on January 28, 1999.

Net sales for the three months ended July 31, 1999 were $76.7
million compared to $71.9 million a year ago, an increase of
6.7%.  The company's net loss for the three months ended July 31,
1999 was $7.0 million compared to a net loss of $11.0 million for
the three months ended August 1, 1998.

Net sales for the six months ended July 31, 1999 were $162.5
million compared to $159.2 million a year ago, an increase of
2.1%. The company's net loss for the six months ended July 31,
1999 was $10.8 million compared to a net loss of $15.8 million
for the six months ended August 1, 1998.


CENTENNIAL COAL: Frontier Insurance Objects To Settlement
---------------------------------------------------------
Frontier Insurance Company objects to the motion of the debtors,
Centennial Coal, Inc. and affiliates seeking authorization of
settlement of claims between the debtors and Sunrise Coal, Inc.  
The Insurance Company claims that the long term effect of the
Settlement Agreement will be to transfer valuable assets out of
the estate and allow costly reclamation and other environmental
obligations to accumulate with the debtors.  The insurance
company states further that Centennial has a high probability of
succeeding in the dispute; Centennial should have little
difficulty in collecting a much greater amount from Sunrise.  

As surety, Frontier will be liable on its bond if Centennial
fails to perform its reclamation obligations. The insurance
company surmises that at the current time Sunrise owes the
debtors almost $1.5 million.  More than $600,000 of that amount
would be attributable to maintenance services, which include
reclamation.  Under the Settlement Agreement Sunrise would pay to
the debtors approximately $745,000.


CENTRAL EUROPEAN: Mark A. Riely Holds 5.1% Of Stock
---------------------------------------------------
Mark A. Riely is reported to have an aggregate number of shares
of common stock representing 5.1% of the outstanding shares of
common stock of Central European Media Enterprises.  Of this
amount he holds sole voting and dispositive power on 123,000 such
shares, and shared voting and dispositive power on 819,200
shares.

With respect to the shares of Class A common stock of the company
which may be deemed to be beneficially owned by Riely, there is
included 81,000 shares of common stock owned of record by Riely,  
32,000 shares of common stock owned by an IRA F/B/O Riely (the
"Mark Riely IRA"), 10,000 shares of common stock owned by a SEP
IRA F/B/O Riely (the "Riely SEP IRA") with sole voting and
dispositive power on the aggregate 123,000 shares.  Of the
693,900 shares of common stock owned by Media Group Partners,
L.P. which has a sole general partner, Media Group Management,
Inc., of which Riely is a 75% shareholder, and 125,300 shares of
common stock owned by Media Group Investments, Ltd., which has as
its investment advisor Vercingetorix Corp., of which Riely is a
50% shareholder Mr. Riely has shared voting and dispositive
powers.


DOW CORNING: Confirmation Objection; Creditors re Cram Down
-----------------------------------------------------------
Judge Spector entertained the final legal argument advanced by
the Commercial Committee and large commercial creditors that,
notwithstanding the Court's decision that the "legal rate of
interest" payable on commercial claims is the Federal judgment
rate rather than another rate of interest, the plan -- by paying
less than the contract rate of interest -- fails the so-called
fair and equitable test set forth in 11 U.S.C. Sec.
1129(b)(2).

The Joint Plan, the Commercial Creditors contend, cannot be
crammed down over their objection and dissent because the Joint
Plan delivers value to shareholders before creditors are fully
compensated, thus violating the hornbook absolute priority rule.  
By paying postpetition interest at the Federal judgment rate, in
accordance with the Court's Care Interest Rate Opinion, on
commercial claims, the Commercial Creditors explain, the Debtor
has only satisfied the best interest of creditors test -- not the
fair and equitable test.

The Debtor argues that the United States Supreme Court rejects
strict application of the absolute priority rule, thus permitting
distributions to shareholders even when creditors come-up short.  
The Debtor points to the High Court's recent decision in Bank of
America v. 203 N. LaSalle, 119 S.Ct. 1411 (1999).  The Commercial
Creditors, in turn, assert that 203 N. LaSalle is irrelevant to
this analysis and the Debtor is doing nothing more than stringing
together out-of-context sound bites from the decision.

The Bank of New York, as Indenture Trustee for three tranches of
public debt, takes vehement exception to the Debtor's suggestion
in its pleadings that the Debtor has some lesser obligation to
subsequent purchasers of Dow Corning's debt obligations than to
the original purchasers.  "The expectation of any purchaser of
public debt," BNY stresses, "is that its debt will be paid in
full prior to any return to the shareholders of the Debtor."  The
whole amount due a debt holder must be paid before shareholders
recover from a debtor's estate; that whole amount includes
principal plus interest at the contracted rate.  

The Commercial Committee's position is quite simple.  Dow Corning
is solvent.  Commercial creditors have rejected the Joint Plan.  
Pre-bankruptcy shareholders are retaining 100% of the equity and
no creditors will be harmed if commercial creditors' bargain is
honored.  Confirmation of the Joint Plan should be denied unless
the Debtor pays post-petition interest at the contract rate.  

The Debtor maintains that all commercial creditors are being paid
in full and that full payment of principal plus postpetition
interest at the Federal judgment rate is the maximum to which
commercial creditors are legally entitled.   

                              *    *    *

Following the wrap-up of a multi-week confirmation hearing
process, the core parties-in-interest submitted post-confirmation
memoranda and, at Judge Spector's request, proposed findings of
fact and conclusions of law to assist the Court in issuing its
decision about whether to grant or deny confirmation of the Joint
Plan.


ELDER BEERMAN: Snyder Capital Purchases 19.6% Of Common Stock
-------------------------------------------------------------
Snyder Capital Management, L.P. and Snyder Capital Management,
Inc hold shared voting power over 2,786,600 shares of common
stock of Elder Beerman Stores, and shared dispositive power over
3,150,650 shares.  The aggregate amount of beneficially held
common stock represents 19.6% of the outstanding common stock of
Elder Beerman.

Snyder Capital Management, L.P. is an investment adviser
registered under the Investment Advisers Act of 1940.  Snyder
Capital Management, Inc. is the sole general partner of Snyder
Capital Management, L.P.  The latter is a Delaware limited
partnership, the former a Delaware corporation.

The multiple purchases were effected through public transactions
with total funds expended for the common stock of $1,938,125,000.  
Snyder Capital Management, L.P. advises it acquired the stock on
behalf of its advisory clients for the purpose of investment.  
According to the companies neither has any present plans or
intentions to acquire or dispose of any securities of Elder
Beerman other than on behalf of their advisory clients for the
purpose of investment.

Both Snyder Capital Management, L.P. and Snyder Capital
Management, Inc. are wholly owned by Nvest Companies, L.P., a
limited partnership affiliated with Nvest, L.P., a publicly
traded limited partnership.  The general partner of Nvest, L.P.
and the managing general partner of Nvest Companies
is an indirect, wholly owned subsidiary of  Metropolitan Life
Insurance Company ("MetLife").  As of June 30, 1998, MetLife
beneficially owned all of the general partner interests in Nvest
Companies and Nvest, L.P. and, in the aggregate, general partner
and limited partner interests of Nvest Companies and Nvest, L.P.
representing approximately 47% of the economic interests in the
business of Nvest Companies.

Snyder Capital Management Inc. and Nvest Companies operate under
an understanding that all investment and voting decisions
regarding advisory accounts managed by Snyder Capital Management
L.P. are to be made by the two concerns and not by Nvest
Companies or any entity controlling Nvest Companies.  
Accordingly, Snyder Capital Management Inc. and Snyder Capital
Management, L.P. do not consider Nvest Companies or any entity
controlling Nvest Companies to have any direct or indirect
control over the securities held in managed accounts.


FEDCO: The Last of the Mohicans
-------------------------------
Discount Store News reported on September 6, 1999, Monday
That the Fedco supercenter chain checked out its last customers
and closed its doors forever this past summer.

"The final chapter in a 50-year retailing history has come to an
end," said George Rosenbaum, retail industry consulting firm
president of Leo J. Shapiro & Associates. "It really is the end
of an era."

Fedco, a regional membership club warehouse founded in 1948 by a
group of Los Angeles postal workers, was forced to declare
Chapter 11 bankruptcy before it could sell its assets because it
is a non-profit. Fedco was the oldest continuously operating
membership retailer in the nation when it commenced its going out
of business sales on July 21.

"They were definitely the last of the Mohicans," said Sid
Doolittle, of the retail industry consulting firm,
McMillan/Dolittle Associates.

Unable to grow and keep pace with the rapidly changing world of
discount retailing, Fedco called it quits in July when it
announced that it would sell its store locations to Dayton
Hudson's Target Stores division for approximately $120 million.
The liquidation sales are expected to net Fedco about $55
million, president Bob Stevenish told DSN.

Any assets remaining after Fedco's inventory is liquidated, its
property sold and its creditors are paid will be placed in a
charitable trust that will serve the communities where Fedco once
had stores.

Fedco will emerge from Chapter 11 bankruptcy and the sale of it
assets to Dayton Hudson's Target Stores division should be
completed by mid-November.

A consortium of four companies--Schottenstein Bernstein Capital
Group, The Ozer Group, Hilco/Great American and The Nassi Group--
were selected by the U.S. Bankruptcy Court to liquidate the 10-
store Fedco chain. A hearing is set for Sept. 15 in bankruptcy
court to approve the final stages of the sale to Dayton Hudson.

Fedco was founded as a non-profit retailer by 800 Los Angeles
area postal workers tried to deal with a post-war wage freeze and
rapidly rising prices.  The postal workers each contributed $2 to
become founding members of the Federal Employees Distributing
Co., or Fedco. The idea was to take advantage of its members'
combined buying power to obtain the lowest possible prices from
wholesalers.

Fedco eventually grew to have approximately 4 million members
served by 10 general merchandise stores and three appliance
stores located in five Southern California counties.

Fedco predated discount stores such as Wal-Mart, Kmart and Target
as well as membership retailers such as warehouse club Price Club
and Bimart in the Pacific Northwest by 15 years.

By Aug. 20, the bulk of the chain's merchandise was sold, yet
bargain hunters still flocked to Fedco's store.

The chain's non-profit status didn't provide an adequate
mechanism to grow the chain to the size that would have been
necessary to remain competitive. Years of haphazard management
also crippled the retailer.


FILENES BASEMENT: Sustaining Losses In 1999
-------------------------------------------
On August 23, 1999, Filenes Basement Corporation and its
subsidiary filed voluntary petitions seeking relief under Chapter
11 of the federal bankruptcy laws in the United States Bankruptcy
Court for the District of Massachusetts.  The company intends to
operate its business during the reorganization process and
entered into a $135 million debtor in possession financing
facility on August 23, 1999.

For the quarter ended July 31, 1999 the company's net sales were
$144.0 million, up 9.6% from last year's second quarter sales of
$131.4 million.  Net loss for the quarter ended July 31, 1999 was
$15.0 million, compared to net income of $1.0 million, for the
quarter ended August 1, 1998.

Net loss for the twenty-six weeks ended July 31, 1999 was $21.4
million, compared to net income of $0.3 million, for the twenty-
six weeks ended August 1, 1998.  The loss was reflected against
sales of $281.0 million for the period ended July 31, 1999.  
Sales for the same period in 1998 were $259.0 million.


GARDEN BOTANIKA: Reports Latest 3- & 6-Month Financial Figures
--------------------------------------------------------------
On April 20, 1999, Garden Botanika Inc. filed a voluntary
petition for relief under Chapter 11, of the United States Code
with the United States Bankruptcy Court for the Western District
of Washington at Seattle, Washington.  The company indicates it
expects to reorganize under Chapter 11 and propose a
reorganization plan that provides for emergence from
bankruptcy by or before 2001.

Garden Botanika had 149 stores in operation at July 31, 1999
compared to 282 stores at August 1, 1998 and 252 stores at
January 30, 1999. The average age of the company's stores at July
31, 1999 was 52 months.

Net sales for the second quarter of fiscal 1999 were $13.5
million, compared to net sales of $20.8 million for the
comparable prior period, a decrease of 35%.  The company's
operating loss decreased 82%, to $1.9 million from $10.1 million,
in the respective quarters. As a percentage of net sales, the
second quarter operating loss decreased to 13% from 49% in
the comparable prior period.

Net sales for the first six months of fiscal 1999 were $31.4
million, compared to net sales of $42.6 million for the
comparable prior period, a decrease of 26%. The company's
operating loss decreased from $15.2 million to $12.4 million, in
the respective six-month periods. As a percentage of
net sales, the operating loss was 36% in both periods.


HARNISCHFEGER: Delays Financials/Warns Larger Losses
----------------------------------------------------
On June 7, 1999, Harnischfeger Industries, Inc. and its domestic
operating subsidiaries filed voluntary petitions for
reorganization  under Chapter 11 of the U.S. Bankruptcy Code.  
Assessing the effects on the company's financial statements from
the Chapter 11 filing and other developments occurring since the
end of the last fiscal quarter, along with the departure of
certain key operating and financial executives during
this period (including the former chief financial and chief
accounting officers), has caused the preparation of the company'
financial reporting to take longer than anticipated.  Once filed
the company believes that the financial statements for the
current periods will reflect significantly larger operating
losses than the corresponding periods for the last fiscal
year.


HARNISCHFEGER: Seeks Approval of Vehicle Fleet Lease
----------------------------------------------------
GE Capital Fleet Services has supplied most of the Debtors' motor
vehicles for the past four years under a Fleet Lease Agreement.  
Some time before the Petition Date, the Debtors say, they became
dissatisfied with the services they were receiving from GE.  In
April 1999, the Debtors solicited bids from other vehicle rental
companies.  The Debtors received four bids, but did not move any
further in the process of replacing GE.  

After the Petition Date, GE demanded that the Debtors pay all
prepetition amounts owed pursuant to the Critical Vendor Order,
and GE refused to lease any new vehicles until all prepetititon
amounts owed were paid. Unpleasant conversations followed; the
Debtors took another look at the four bids.  

From the four bids, the Debtors entered into further negotiations
with PHH Vehicle Management Services.  The final deal, for which
the Debtors' seek the Court's approval at this juncture pursuant
to 11 U.S.C. Sec. 363(b), provides the Debtors with equal or
better service at a cost of $70,000 to $75,000 less per year.  

"The [PHH deal] makes good economic sense and is essential to the
Debtors' reorganization efforts," the Debtors tell Judge Walsh.  
"The [PHH] Agreements will enable the Debtors to have access to
as many vehicles as they require in their businesses at fair
commercial terms.  Thus, it is in the best interest of the
Debtors' estates and their creditors to grant HII authority to
execute the Agreements" with PHH.  (Harnischfeger Bankruptcy News
Issue 11; Bankruptcy Creditor's Service Inc.)


IMAGYN MEDICAL: Approval of Disclosure Statement
------------------------------------------------
By order dated September 8, 1999,the US Bankruptcy Court for the
District of Delaware approved the debtors' Disclosure statement
in support of the debtors' joint amended plan of reorganization.  
On October 18, 1999 at 2:30 PM, a hearing will commence to
consider confirmation of the plan.

The plan provides that the debtors will satisfy creditors' claims
through the restructuring of the Revolver and Term Loan, and in
the case of the Term Loan, the distribution of New Common Stock;
the issuance of New Common Stock in exchange for the claims of
the holders of 12.5% Notes; the issuance of New Common Stock and
New Warrants in exchange for the claims of the holders of 8.75%
Convertible Subordinated Debentures, and the payment by cash or
the issuance of New Common Stock to the holders of certain
unsecured claims.

The amended plan contemplates that:

Administrative expenses will be paid in full;

Priority Tax claims will be paid in full over time;

Class 1 - Secured Revolving Credit Claims will be restructured as
Refinanced Indebtedness under a New Revolving Credit Loan;
The debtors estimate that claims in this class will be
approximately $38.3 million.

Class 2 - Secured Term Loan Claims will receive New Subordinated
Term Note and other New Subordinated Term Loan Documents in full
satisfaction of their claims; The debtors estimate that claims in
this class will be approximately $15 million. Impaired.

Class 3 - Other Secured Claims - unimpaired and will be paid in
cash in full.  The debtors estimate that claims in Class 3 will
be $3 million.

Class 4 - Priority Non-Tax Claims - unimpaired and will be paid
in cash in full.

Class 5A - Continuing Trade Claims, subject to the terms and
conditions in the Agreement to Extend Trade Credit, shall receive
the full amount of allowed claim, with no interest, by 12 equal
quarterly installments; Impaired. The debtors estimate that
claims in this class will be approximately $7.1 million.

Class 5B - Convenience class shall provide for all allowed claims
up to $1,000 and for all claims that are voluntarily reduced to
$1,000 a cash payment for the full amount of such allowed claim;
The debtor s estimate that claims in class 5-B will be
approximately $500,000. Impaired.

Class 6 - Residual Unsecured Claims will receive at each holders'
election, (a) cash equal to the lesser of 20% of the amount of
each Allowed Class 6 claim, and a pro rata share of $1 million or
(b) a pro rata share, aggregated with the holders of Allowed
Class 8 claims., of 8.8 million shares New Common Stock.  The
debtors estimate that the allowed claims in Class 6 will be
approximately $10 million. Impaired.

Class 7 - Certain indemnity claims will receive the benefit of
the use of proceeds of insurance to make any payment on or
settlement of litigation against such officers and directors that
might be the basis for an indemnification claims, or they may be
paid from the proceeds of insurance, if any. Impaired.

Class 8 - 12.5% Notes will receive in full satisfaction of their
claims pro rata share of the remainder of the 8.8 million shares
of new common stock available after distribution to Class 6
claims, minus 200,000 shares of New Common Stock for distribution
to class 9 claim; Impaired.

Class 9 - 8.75% Convertible Subordinated Debentures will receive
in full satisfaction of their claims pro rata share of 200,000
shares of New Common Stock, and the New Warrants; Impaired.

The following classes shall not receive or retain any property
under the plan:

Class 10 - Intercompany claims
Class 11 - Old Common Stock Interests
Class 12 - Old stock Rights and
Class 13 - Securities Claims


INOTEK TECHNOLOGIES: Director Holds 32.8% Of Common Stock
---------------------------------------------------------
David L. White, a director of Inotek Technologies Corporation,
beneficially owns 32.8% of the common stock of the company by
virtue of his holding 1,510,025 shares of common stock in the
company.  He exercises sole voting and dispositive powers over
the shares so owned.

As of August 17, 1999, Mr. White exercised a warrant to purchase
250,000 shares of Inotek common stock at a price of $0.28 per
share.  This warrant was granted February 11, 1991, and could be
exercised at any time during the ten year period commencing on
that date.

As of August 23, 1999, Treble Investments, a partnership formed
by Mr. White and Neal M. Young, was dissolved.  At the time of
dissolution, Treble Investments owned 2,140,950 shares of Inotek
common stock.  Upon the dissolution, Mr. White and Mr. Young each
received 50% of the shares owned by Treble Investments.


LIBERTY HOUSE: Consulting Services Agreement
--------------------------------------------
The debtor, Liberty House, Inc. seeks authority to enter into a
Consulting Services Agreement with JDA Software, Inc. Under the
agreement, JDA will continue to work with the debtor to determine
the functional requirements of the software modifications
required by Liberty House; document Liberty House's requirements
including preparation of a description of business requirements,
the current functionality of Liberty House's software, a
definition of the software modification and high level test plan;
document Liberty House's requirements in technical terms, which
identifies the specific programs, files, screens, and reports to
be changed, and the specific changes to be made along with a cost
estimate; develop, unit test and quality control test the
software modifications; deliver the software modifications to
Liberty House; assist Liberty House in performing acceptance
testing on the software modifications; provide technical
expertise in converting the data from Liberty House's existing
mainframe system to its new AS400 system and provide installation
expertise and project management services.  The rates charged by
JDA will range from $95 per hour to $260 per hour.    Liberty
House estimates that it will pay $2.6 million over the term of
the Consulting Services Agreement to JDA. Forty employees are
covered by the agreement, and this amount is within the overall
budget for the debtor's information technology upgrade
established by the debtor and the Committee.


LOEHMANNS: Store Closures Cause $18.4 Million Charge
----------------------------------------------------
On May 18, 1999 Loehmanns Inc. filed a petition for relief under
chapter 11 of the Bankruptcy Code in the United States Bankruptcy
Court for the District of Delaware.  Since the petition date, the
company has continued to operate as a debtor-in-possession under
the Bankruptcy Code.

During the second quarter of fiscal 1999, the company implemented
a plan to close 14 underperforming stores and, as a result,
recorded a $18.4 million charge to continuing operations. These
closures are intended to improve the company's future
profitability and liquidity.  The store closures will be
materially completed by the end of September.

Net sales of the company for the thirteen week period ended July
31, 1999, were $90.0 million as compared to $97.1 million for the
comparable period in the prior year, a decrease of approximately
$7.1 million or 7.3%.  Sales for the six month period ended July
31, 1999 were $198.2 million versus $207.3 million during the
comparable period last year, a decrease of $9.1 million, or 4.4%.

Net loss for the company for the thirteen week period ended July
31, 1999, was $31.9 million compared to $2.2 million loss for the
same period of 1998.  Net loss for the six month period ended
July 31, 1999 was $35.7 million as compared to the net loss of
$0.4 million in the 1998 same period.


MMH HOLDINGS: Pre-& Post-Recapitalization Financial Reports
-----------------------------------------------------------
MMH Holdings, Inc. is a holding company whose sole direct
subsidiary is Morris Material Handling, a manufacturer,
distributor and service  provider of "through-the-air" material
handling equipment with operations in the United States, United
Kingdom, South Africa, Singapore, Canada, Australia,
Thailand, Chile and Mexico.

On January 28, 1998, Harnischfeger Industries, Inc. reached an
agreement with MHE Investments, Inc., an affiliate of Chartwell
Investments Inc., for the sale of an approximately 80 percent
common ownership interest in Harnischfeger Industries, Inc.'s
Material Handling Equipment Business.  The resulting
transactions, which closed on March 30, 1998, led to a
significant change in the capital structure and a
reorganization of the underlying legal entities of the MHE
Business.  As a result of the recapitalization, MMH Holdings,
Inc., a pre-existing company engaged in the MHE Business, became
an  indirect holding company for the operating entities engaged
in the MHE Business.  Specifically, Morris Material Handling,
Inc. ("MMH" and  collectively with its subsidiaries and
their predecessors, the "company"), a newly formed wholly-owned
direct subsidiary of Holdings, directly or indirectly acquired
the various operating entities engaged in the MHE Business.  
Holdings was recapitalized in order to effect the redemption of
certain shares of common stock of Holdings held by  Harnischfeger
Corporation.  As a result of the reorganization of the legal
entities of the MHE Business, Holdings and MMH became the
successor companies to the MHE Business.

On June 7, 1999, Harnischfeger Industries, Inc. and certain of
its United States affiliates (including HarnCo) filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware.

For periods prior to the recapitalization closing, the financial
information presented here represents the combined financial
statements of the entities comprising the MHE Business.  For
purposes here, it is assumed that Holdings has historically owned
the capital stock of MMH, that all of the assets of the MHE
Business were owned by subsidiaries of MMH and that, immediately
prior to the consummation of the recapitalization, the
historical combined financial statements of Holdings were
identical to those of the company.

Net sales for the nine months ended July 31,1999 decreased $19.2
million, or 8.3%, to $212.5 million from $231.7 million for the
nine months ended July 31, 1998.  Net sales for the three months
ended  July 31, 1999 decreased $1.7 million, or 2.3%, to $72.7
million from $74.4 million for the three months ended July 31,
1998.

Net loss in the nine months ended July 31, 1999 was $23.6 million
as compared to net gain of $2.0 million in the same period of
1998.  Net loss in the three months ended July 31, 1999 was $6.3
million, while net loss in the 1998 same period was $0.1 million.


NATIONAL RECORD: Reschedules Annual Meeting Due To Printer Error
----------------------------------------------------------------
National Record Mart Inc. has rescheduled its annual meeting of
stockholders.  The meeting has been postponed until Thursday,
November 4, 1999 at 9:30 a.m. local time, at the James H. Reed
Building, 435 Sixth Avenue, Ninth Floor, Pittsburgh, Pennsylvania
15219.

The principal business to be transacted at the annual meeting
will be election of four directors, ratification of the grant of
stock options to William A. Teitelbaum in June 1996 and July
1997, and ratification of the appointment of Ernst & Young LLP as
independent auditors of the company for and the fiscal year
ending March 25, 2000.

Previously materials were sent out to stockholders relating to
the annual meeting of stockholders originally scheduled for
September 23, 1999. The company was recently advised by its
printing and duplicating contractor that, due to the contractor's
error, the meeting and proxy statement for the originally
scheduled meeting omitted the pages containing the company's
audited historical financial information.  In order to provide
sufficient time to recirculate this information and to allow
stockholders a full opportunity to review the information prior
to returning proxies for the annual meeting, the Board of
Directors of National Record Mart determined to reschedule the
meeting to Thursday, November 4, 1999. The Board of Directors
established a record date of September 8, 1999 for such a
meeting.


OMEGA ENVIRONMENTAL: Financial Information For June & July
----------------------------------------------------------
Omega Environmental Inc., operating as debtor-in-possession,
reports the following financial information for the month of June
1999 and the month of July 1999. At the end of July revenues
reported were $1,151,924 with net losses of $444,335.  The close
of June showed revenues of $1,271.321 and net losses of $305,217.

As of July 31, 1999, the company's borrowings from BNY Financial
Corporation were $24,002,111. Omega negotiated continuance of
debtor-in-possession financing through October 31, 1999.


PENN TRAFFIC: Successor's First Five Weeks - $8.7 Million Loss
-------------------------------------------------------------
On March 1, 1999, the Penn Traffic Company and certain of its
subsidiaries filed petitions for relief under Chapter 11 of the
United States Bankruptcy Code in the United States Bankruptcy
Court for the District of Delaware. On May 27, 1999, the
Bankruptcy Court confirmed the company's chapter 11 plan
of reorganization and on June 29, 1999, the plan became effective
in accordance with its terms.

Consummation of the plan has resulted in (a) the former $732.2
million principal amount of senior notes being exchanged for $100
million of new senior notes and 19,000,000 shares of new common
stock,(b)the former $400 million principal amount of senior
subordinated notes being exchanged for 1,000,000 shares of new
common stock and six-year warrants to purchase 1,000,000 shares
of new common stock having an exercise price of $18.30 per share,
(c) holders of Penn Traffic's formerly issued common stock
receiving one share of new common stock for each 100
shares of common stock held immediately prior to the petition
date, for a total of 106,955 new shares. As part of the plan, the
company also authorized for issuance to officers and key
employees options to purchase up to 2,297,000 shares of new
common stock. The company's application to list the new common
stock and warrants on the Nasdaq National Market has
been approved.

The company's plan also provides for the payment in full of all
of the company's obligations to its other creditors.

For the five week period ended July 31, 1999 the Successor
company had net revenues of $240,966 with net loss of $8,762.  In
the eight week period preceding that, and ended June 26, 1999,
the Predecessor company had revenues of $391,759 with net income
shown of $492,797; while in the 13-week period ended August 1,
1998 the Predecessor company net revenues were $730,223 with a
13-week ended August 1, 1998 net loss of $23,498.


RUSSELL CAVE: Disclosure Statement and Joint Liquidating Plan
-------------------------------------------------------------
Russell Cave Company, Inc. fka The Peterman Company, debtor and
the Official Committee of Unsecured Creditors jointly provide the
Disclosure Statement.  The plan is premised on the continuation
and completion of the orderly liquidation of all assets of the
debtor.

Classes Impaired under the plan:
Class 2 - Secured Customer claims
Class 3 - Miscellaneous Secured Claims
Class 6 - Unsecured claims
Class 7 - Subordinated claims
Class 8 - Equity interests

With respect to the existence of specific causes of action, the
debtor's statement of financial affairs reflects numerous
transfers by the debtor to other persons, including insiders,
prior to the Petition Date, a substantial number of which might
be subject to avoidance and recovery as preferences.  According
to the statements, in the case of transfers aggregating more than
$4,500 to any one recipient, such transfers aggregated more than
$12 million and involved approximately 250 different recipients.  
The debtors claim that ADZ,Inc. an entity that was authorized to
liquidate certain of the debtors' inventory has withheld as much
as $860,000 of proceeds.  The credit card processors have
withheld from the debtor undetermined sums thought to be in
excess of $1 million from the sales of the debtor's inventory in
order to satisfy expected chargeback claims.  The Committee is
currently investigating whether any causes of action exist
against Heller Financial Inc.  The Committee is also
investigating the propriety of First Chicago National Bank's
action in dishonoring over $660,000 in checks issued by the
debtor well prior to the petition date.


TELETRAC INC: Seeks Authority to Approve Settlements
----------------------------------------------------
The debtor is seeking court authority and approval of
settlements with Fleet Leasing Corp., Industrial Communications &
Electronics, Inc., Etak, inc., MediaOne of South Florida, Inc.
and Lease Corporation of America.


The proposed settlements are as follows:
Fleet Leasing Corporation - Claim $78,538 - The debtor requires
the use of the equipment leased and the debtor seeks to assume
the foregoing leases of computer equipment.

Industrial Communications & Electronics, Inc. - Claim $75,846
Based upon three leases of tower space covering the Boston
Market.  The debtor has rejected the three leases, the claims
shall be converted from a single Class 3 Miscellaneous Unsecured
Claim into three separate Class 4 Category A Convenience claims,,
each in the amount of $20,000.

Etak, Inc - Claim in the amount of $825,574 based upon a software
license agreement. The debtor assumes the agreement - upon
approval the claim shall be deemed withdrawn.

MediaOne of South Florida Inc. - Two tower leases to be assumed
by the debtor, cure amount of $52,674 and claim withdrawn.

Lease Corporation of America - Claim - $102,176 based upon lease
of certain computer equipment. Cure amount of $3,789, claim
withdrawn.


TRANSTEXAS GAS: Chapter 11 Involvement Delays Filing Financials
---------------------------------------------------------------
TransTexas Gas Corporation has advised the Securities & Exchange
Commission that due to the Chapter 11 proceedings the company is
involved in, all information necessary to complete the financial
statements is not yet available.  As a result filing of such
information will be delayed.                   


TRISM INC: Case Summary & 20 Largest Creditors
----------------------------------------------
Debtor:  TRISM, Inc.
         4174 Jiles Road
         Kennesaw, GA 30144

The following affiliated or related entities are each filing
voluntary Chapter 11 bankruptcy petitions:

Trism Heavy Haul, Inc.
Trism Secured Transportation, Inc.
Trism Logistics, Inc.
Trism Equipment, Inc.
Trism Specialized Carriers, Inc.
Diablo Systems Incorporated
Trism Eastern, Inc.
Tri-State Motor Transit Co.
Trism Special Services, Inc.

Type of business: Trucking company that specializes in the
transportation of heavy and over-dimensional freight and
equipment, as well as materials such as munitions, explosives and
radioactive and hazardous waste.

Court: District of Delaware

Case No.: 99-3364    Filed: 09/16/99    Chapter: 11

Debtor's Counsel:

Laura Davis Jones
Young, Conaway, Stargatt & Taylor, LLP
11th Floor
Rodney Square North
PO Box 391
Wilmington, Delaware 19899
(302) 571-6600                 
                  

Total Assets:            $203,568,387
Total Liabilities:       $196,186,715

Number of shares of common stock 5,899,237 - 1,500 holders

20 Largest Unsecured Creditors:

   Name                              Nature               Amount
   ----                              ------               ------
US Bank Trust NA          Sr. Subordinated Notes due $86,230,000
                          December 15, 2000   
EFS Concord National Bank-Fuel  Trade Payable            428,633
Bridgestone                     Trade Payable            376,184
Petro Shopping Centers          Trade Payable            277,375
AT&T                            Trade Payable            258,491
Comdata Transceiver             Trade Payable            236,246
Econofreight                    Trade Payable            200,000
Dedicated Distribution          Trade Payable            176,926
Qualcomm, Inc.                  Trade Payable            137,258
Truckstop Distributors          Trade Payable            109,651
Bandag, Inc.                    Trade Payable             87,088
Freightliner                    Trade Payable             85,000
Navistar                        Trade Payable             85,000
Comdata Pilot Car Service       Trade Payable             78,743
Mobile Oil Corporation          Trade Payable             70,213
Goodyear Tire                   Trade Payable             66,159
Pan Western Corp.               Trade Payable             65,100
Holiday Inn of Joplin           Trade Payable             64,664
Yokohama                        Trade Payable             59,225
Greyhound Lines Inc.            Trade Payable             54,502


VENCOR: Stipulation With Ventas Concerning Rent Payments
--------------------------------------------------------
The Debtors are party to four master leases and one individual
nursing home lease.  There is or may be substantial dispute
between the Debtors and Ventas about:

(1) the bona fides of the Lease Agreements,
(2) whether the leases are subject to assumption, assignment or
rejection under 11 U.S.C. Sec. 365,
(3) to the extent Sec. 365 applies, whether the premises
constitute nonresidential real property and the appropriate
rent payable, and
(4) whether Vencor and Ventas are separate entities or should be
substantively consolidated.

To obviate litigation of these issues for the time being, the
Debtors and Ventas entered into a Stipulation providing that:

(A) Vencor will continue making $15,133,556.50 monthly rental
payments during the chapter 11 cases;

(B) that rent shall constitute timely performance of the Debtors'
rental obligations under the Lease Agreements for purposes of 11
U.S.C. Sec. 365(d)(3);

(C) the Debtors will continue to honor their indemnification
obligations to Ventas under the 1998 Reorganization Agreements;

(D) Additional amounts Ventas believes are owed by the Debtors
postpetition will accrue as an administrative claim junior to the
DIP Lenders' claims, and the Debtors reserve their rights to
contest that claim;

(E) the Stipulation runs through October 31, 1999, and continues
thereafter from month to month unless terminated on 14 days'
notice;

(F) no party may challenge the propriety of the $15,133,556.50
monthly payments made during the chapter 11 cases while the
Stipulation is in effect; and

(G) the statute of limitation imposed by 11 U.S.C. Sec. 548 with
respect to Vencor Claims against Ventas is tolled until five days
following termination of the Stipulation.  

Myron Trepper, Esq., and Michael J. Kelly, Esq., of Willkie Farr
& Gallagher in New York and S. David Peress, Esq., of Young
Conaway Stargatt & Taylor in Wilmington represent Ventas in the
Debtors' chapter 11 cases.  (VENCOR Bankruptcy News Issue 2;
Bankruptcy Creditor's Service Inc.)


WOVEN SHIRT: Sale of Assets To Four Star Realty Inc.
----------------------------------------------------
The Wall Street Journal September 24, 1999 published notice of
application of Woven Shirt Manufacturing Co., LLC, et al.
authorizing and approving the sale of specified business assets
to Four Star Realty, Inc. or to a successful overbidder. A
hearing will be held on October 1, 1999 in the US Bankruptcy
Court for the Northern District of Mississippi.  The purchase
price is $925,000.  All higher and better bids shall be in
increments of $500,000.
                                                     
                  **********

The Meetings, Conferences and Seminars column appears
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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.

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