TCR_Public/991014.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
       
      Thursday, October 14, 1999, Vol. 3, No. 199
                     
                     Headlines

AMPACE CORP: Post-Confirmation Financial Results
AVATEX CORP: Amends Year-End and First Quarter Results
BOSTON CHICKEN: No Longer Eligible For OTC Bulletin Board
DAEWOO: Foreign Banks Meet to Discuss Restructuring Plans  
EDISON BROTHERS: 4-Week & 6-Month Figures Each Reflect Losses

FACTORY CARD OUTLET: Announces Management Changes
GENESIS DIRECT: Seeks Approval of Settlement with Traven Corp
GRAHAM FIELD: BIL & Offshore Acquire Additional Stock
GULFPORT ENERGY: CEO Acquires Common Stock Of Company
GULFPORT ENERGY: Reduction In Authorized Shares

HARNISCHFEGER: Stipulation With FNBC
HECHINGER: Settlement Agreement with Kmart
HOMEPLACE: New Prototype is Hope For Future   
ICO GLOBAL: Cuts Mobile Satellite System Costs; Predicts Funding
INTERSCIENCE COMPUTER: Investment Firm Owns 41.76% Of Stock

IONICA PLC: Nortel Further Supports Motion to Dismiss
IRIDIUM: Motorola Write-Off Close to $1 Billion
JAY JACOBS: Case Summary & 20 Largest Unsecured Creditors
JITNEY-JUNGLE: Takes Action to Deleverage Balance Sheet
KEVCO: Annual Meeting To Decide Increase In Capital Stock

LONDON FOG: Looking Through the Mist
NEXTWAVE: No Plans For Nextel Deal
PACIFIC BAJA: Auto Parts Makers File For Chapter 11 Protection
PHILIPPINE AIRLINES: Reports Improved Results For July, August
PHILIP SERVICES: Seeks Authority To Assume Certain Leases

PLANET HOLLYWOOD: Wants To Get Out of Bankruptcy By Year-End
VENCOR: Seeks To Establish Claim Settlement Protocol

                     *********

AMPACE CORP: Post-Confirmation Financial Results
------------------------------------------------
Ampace Corporation, in filing its post-confirmation monthly
summary report for the month of August, 1999, lists revenue of
$608,954 with net losses of $156,537.


AVATEX CORP: Amends Year-End and First Quarter Results
------------------------------------------------------
Avatex Corporation (OTC Bulletin Board: AVAX) announced that the
Company has determined to amend and restate its financial results
for the fiscal year ended March 31, 1999 and the first quarter
ended June 30, 1999 to reflect the Company's real estate segment
as discontinued operations, due to the sale of its interest in
its three remaining real estate developments on May 27, 1999, as
previously announced on May 12, 1999.  The Company received a
total of $12 million as a result of these transactions, of which
$11.4 million was in cash and $600,000 is in the form of a one
year secured note.  The restatement does not change the Company's
net loss or loss per share.  The Company has filed an amendment
to its Form 10K for its fiscal year and to its Form 10Q for its
fiscal quarter ending June 30, 1999 reflecting these
restatements.

The Company reported a restated loss from continuing operations
of $6.6 million compared with a restated loss from continuing
operations of $81.8 million for the previous year.  Losses from
continuing operations for the prior year include a one-time
charge of $33.3 million incurred in connection with the
settlement reached with the Chapter 7 Trustee of FoxMeyer
Corporation (as previously announced), partially offset by a gain
of $26.9 million in connection with the settlement and/or
termination of certain pension and other postretirement benefit
obligations of former employees.  The prior year also
included a $59.0 million charge related to the redemption of
National Steel Corporation ("NSC") preferred stock owned by the
Company and NSC's release of the Company from various benefit and
environmental obligations.  As the Company had previously
provided for such obligations as a direct charge to equity, in
the aggregate the Company's financial position improved $20.7
million as a result of the transaction.  The Company's previously
reported net loss to common shareholders after discontinued
operations and preferred stock dividends of $34.8 million, or
$2.65 per share, compared with a net loss to common shareholders
of $103.1 million, or $7.47 per share, for the same period last
year, was unaffected by the restatement.  The disposal of
discontinued operations for the prior year included a gain of
$3.7 million from the sale of substantially all the assets of US
HealthData Interchange, Inc., the Company's former medical claims
processing subsidiary.  The results of this disposal were
also unaffected by the restatement.  Additionally, the Company
reported, solely attributable to the discontinued real estate
operations, a restated loss from discontinued operations of $.02
million for fiscal 1999 compared to a gain from discontinued
operations of $0.6 million for the prior year.

Avatex is a holding company that, along with its subsidiaries,
owns interests in other corporations and partnerships.  Through
Phar-Mor, Inc., its 38% owned subsidiary, Avatex is involved in
operating a chain of retail discount drug stores devoted to the
sale of prescription and over-the-counter drugs, health
and beauty aids and other general merchandise.


BOSTON CHICKEN: No Longer Eligible For OTC Bulletin Board
---------------------------------------------------------
Boston Chicken, Inc. has been advised that effective as of the
close of business on October 7, 1999, the company's common stock
is no longer eligible to be traded on the OTC Bulletin Board.  
The company does not meet the OTCBB's eligibility requirement,
which permits only those companies that report their current
financial information to the Securities and Exchange Commission
to be traded on the OTCBB.  The company is not current in filing
its periodic reports, including financial information,
under the Securities Exchange Act of 1934, as amended.  The
company's common stock is currently quoted on the National
Quotation Bureau, LLC  "Pink Sheets" and the company's
convertible subordinated debt securities are currently quoted on
the NQB "Yellow Sheets."

The company filed a voluntary petition for protection under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy
Court, District of Arizona, on October 5, 1998.  As previously
disclosed, holders of the company's equity securities will retain
no value under a Chapter 11 reorganization plan and the value, if
any, retained by holders of the company's debt securities under a
plan of reorganization will be the result of negotiations among
the company and its creditors.


DAEWOO: Foreign Banks Meet to Discuss Restructuring Plans  
---------------------------------------------------------
Disgruntled foreign bankers plan to meet next week in Hong Kong
to weigh their options and give their approval for the
restructuring plan of Daewoo, South Korea's second-largest
conglomerate, according to Reuters. In exchange for the banks'
approval of the plan, they will agree not to seek legal action to
recover the estimated $5 billion in overseas debt Daewoo has.
"As a short-term measure, foreign banks would agree to hold off
action until due diligence is completed," an anonymous banking
source said. The source added that international standards
require all banks to sign off on the debt "workout" plans. Daewoo
expects their restructuring plan to be completed by the first
week of November. (ABI 13-Oct-99)


EDISON BROTHERS: 4-Week & 6-Month Figures Each Reflect Losses
-------------------------------------------------------------
On March 9, 1999, Edison Brothers Stores, Inc. and seven
affiliated companies filed in the United States Bankruptcy Court
for the District of Delaware a voluntary petition for
reorganization under Chapter 11 of title 11 of United States
Code.  The company continues in possession of its
properties and is operating and managing its business as
debtor-in-possession subject to Court approval for certain
actions of the company.

Rendering, as it must, monthly financial statements to the court
the company reports zero revenue for the four weeks ended August
28, 1999, with net loss of $45.3.  For the six months ended on
that date the company had revenue of $227.0 and net losses of
$155.5.


FACTORY CARD OUTLET: Announces Management Changes
-------------------------------------------------
Factory Card Outlet Corp. (FCPYQ) announced today that pursuant
to agreement with the Company, Stewart M. Kasen has resigned as
Chairman, President and Chief Executive Officer and as a
Director, and that Bart A. Brown, Jr. has resigned as
a Director.  Robert C. Blattberg, who has served as a Director of
the Company since December 1993, has been appointed Chairman.  
William E. Freeman has been appointed President and Chief
Executive Officer.  The Company also announced that Gary Rada has
been promoted from Senior Vice President to Executive Vice
President and General Merchandise Manager.  Mr. Freeman is a
co-founder of the Company and has been a Director of the Company
since its formation. Mr. Freeman previously served as Chairman of
the Company from April 1994 to April 1997, as Chief Executive
Officer of the Company from May, 1994 to September 1996 and as
President of the Company from 1989 to 1994. J. Bayard
Kelly, who co-founded the Company with Mr. Freeman, will continue
to serve as a Director and as Chairman Emeritus.

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.  On
March 23, 1999, the Company filed a petition for reorganization
under chapter 11 of title 11 of the United States Code and is
currently operating as a debtor in possession.  The Company
continues to focus its efforts on reaching agreement with the
Official Committee of Unsecured Creditors regarding a Plan of
Reorganization.

In general, the results, performance or achievements of the
Company and its stores and the value of the Company's common
stock are dependent upon a number of factors including without
limitation, the following: effects resulting from the
commencement and completion of Chapter 11 cases; ability to meet
sales plans; weather and economic conditions; dependence on key
personnel, competition; ability to anticipate merchandise trends
and consumer demand; ability to maintain relationships with
suppliers; successful implementation of information systems;
successful handling of merchandise logistics; inventory
shrinkage; ability to meet future capital needs; governmental
regulations; ability to complete corrective action necessary to
address Year 2000 issues; the outcome of the Company's request
for review of the Nasdaq delisting decision; and other factors
both referenced and not referenced in the Company's filings
with the Securities and Exchange Commission.


GENESIS DIRECT: Seeks Approval of Settlement with Traven Corp
-------------------------------------------------------------
In August, 1998, The Edge Company Catalog LLC purchased the
assets of The Edge Company Catalog, Inc., n/k/a Traven Corp. As
part of the sale of assets, Traven took three promissory notes
guaranteed by Genesis Direct, which notes were allegedly secured
by a security interest in GDI's equity interest in the Edge.

The debtors, Genesis Direct, Inc., et al. seek court authority to
approve a settlement between the debtors, Traven Corp. and
Patrick Gaffney, principal of Traven.

The parties agree that the debtor shall not consolidate the
assets and liabilities of the Edge with GDI or with any of the
other debtors.  GDI may make funds available to the Edge through
intercompany advances, not to exceed $1 million. The parties
agree to use their best effort to sell the Edge as a going
concern.  On the sale of the assets, Outstanding Advances will be
paid first; post-petition administrative expenses up to $1
million will be paid; payments on a pro rata basis will be made
to Traven and CITBC not to exceed $2.3 million determined by a
certain formula; and payments will be made to the holders of
allowed claims on a pro rata share basis determined by a set
formula. Any sale proceeds remaining shall be distributed to GDI.


GRAHAM FIELD: BIL & Offshore Acquire Additional Stock
-----------------------------------------------------
BIL Far East Holdings Ltd. has sole voting and dispositive power
over 2,350,185 shares of common stock of Graham Field Health
Products Inc.  Additionally BIL Far East Holdings Ltd. owns 3,527
shares of Series B Cumulative Convertible Preferred stock of the
company representing 7.4% of the outstanding shares of common
stock of Graham Field Health Products Inc. and 57.8% of the
Series B Cumulative Convertible Preferred stock.

When aggregated with the voting power of BIL Securities
(Offshore) Ltd., the two companies own approximately 24.7% of the
voting power of Graham Field Capital Stock (including Series B
Cumulative Convertible Preferred and Series C Cumulative
Convertible Preferred of the company).

BIL Securities (Offshore) Limited has the sole voting and
dispositive power over 2,131,121 shares of common stock, 2,573
Series B Cumulative Convertible Preferred stock, 1,000 shares of
Series C Cumulative Convertible Preferred stock and 2,036 Series
D Preferred stock of the company.  The shares noted represent  
6.7%, 42.2%,  and 100% respectively.

On August 4, 1999, BIL and Offshore acquired 56,329 shares and
36,624 shares, of Graham Field Health Product Inc. common stock,
respectively, as a result of a dividend payment on their
respective holdings of the Cumulative Convertible Preferred Stock
of the company.  The common stock acquired was issued at a price
of $2.11 per share, representing the 30-day average closing stock
price of Graham Field Health Product Inc. common stock for the
30-day period immediately prior to June 30, 1999.

BIL and Offshore, through their parent Brierley Investments, have
initiated a process to identify a buyer or buyers for their
Graham Field Health Products Inc. capital stock on satisfactory
terms.  Should they identify such buyer or buyers BIL and
Offshore intend to dispose of the securities on such terms.

The aggregate number and percentage of shares of the company's
common stock, Series B Cumulative Convertible Preferred Stock
(assuming a conversion price of $15.50 per share) and Series C
Cumulative  Convertible Preferred Stock (assuming a conversion
price of $20 per share) beneficially owned by BIL and Offshore is
8,916,789 shares,  representing 24.7% of the voting power of
Graham Field Health Products Inc. capital stock, which includes
31,594,633 shares of the company common stock outstanding as of
August 5, 1999 and 4,435,483 shares of the company common stock
issuable upon conversion of the Series B Cumulative Convertible
Preferred Stock and Series C Cumulative Convertible Preferred
Stock.  The aggregate number and percentage of Series D Preferred
Stock beneficially owned by Offshore is 2,036 shares,
representing 100% of the outstanding shares of Series D
Preferred Stock.  Each share of non-voting  Series D Preferred
Stock has substantially the same economic rights as 1000 shares
of the company's common stock.
        

GULFPORT ENERGY: CEO Acquires Common Stock Of Company
-----------------------------------------------------
Mike Liddell, Chief Executive Officer and a director of Gulfport
Energy Corporation, has the sole voting and dispositive power
over 757,145 shares, or 7.46%, of the common stock of the
company.  Mr. Liddell acquired the stock in a Regulation D
Offering conducted by the company on September 15, 1999. Mr.
Liddell acquired the shares in exchange for cash and the
conversion of debt of the company held by him.


GULFPORT ENERGY: Reduction In Authorized Shares
-----------------------------------------------
Information is being furnished to the stockholders of Gulfport
Energy Corporation, a Delaware corporation, in connection with
proposed amendments to the company's certificate of incorporation
to reduce the number of authorized shares of common stock from
250,000,000 to 15,000,000 and the election of five directors for
the coming year.

The Board of Directors of the company believes that approval of
the amendment is in the best interest of the company and its
stockholders.  Accordingly, on June 30, 1999, the Board of
Directors unanimously approved the adoption of the amendment.  On
July 27, 1999, the Board of  Directors also nominated five
persons to serve on the Board of Directors of the company for the
coming year.

Under Delaware law, the affirmative vote of the holders of a
majority of the outstanding shares of the company's common stock
is required to approve the amendment. On September 8, 1999, in
accordance with Delaware law, the holders of a majority of the
outstanding shares of the company's common stock executed a
written consent approving the amendment and electing the
five directors for the next year.  Holders of the company's
common stock do not have appraisal rights in connection with the
approval of the amendment.

Under applicable federal securities law, the amendment cannot be
effected until at least twenty calendar days after an information
statement has been sent or given to the company's stockholders.

As of September 1, 1999, the company had outstanding 3,445,400
shares of common stock.  Each share of common stock entitles the
owner thereof to one vote upon each matter submitted to a vote of
stockholders.  August 15, 1999 was fixed as the record date for
the determination of the company stockholders entitled to notice
of, and to vote, upon the amendment.

The amendment will decrease the authorized number of shares of
the company from 251,000,000 to 16,000,000, and the authorized
number of shares of common stock from 250,000,000 to 15,000,000.


HARNISCHFEGER: Stipulation With FNBC
------------------------------------
Prior to the Petition Date, Beloit sold eight promissory notes to
The First National Bank of Chicago:

Maker                                       Amount
-----                                       ------
Celtech International, Ltd.                 GBP 14,750,000
Copapa-Companhia Paduana de Papeis          USD    327,000
Kondopoga Pulp and Paper Mill               USD  6,306,860
PT Indah Kiat Pulp and Paper Corporation    USD 26,701,678
PT Pabrik Kertas Tjiwi Kima                 USD 17,123,489
     Jaco J Dos Sociedad Anonima            USD  4,760,300
     AM Paper Cellufibre Limited            GBP  5,500,000
     Gallaher Thorold Company               CDN  1,245,523

These receivables were insured by Exporters Insurance Company
Ltd. Or guaranteed by HII.  

FNBC and the Debtors have exchanged laundry lists of legal issues
that could be explored forever.  Rather than debating the merits
of all those questions at this juncture, the Debtors and FNBC
stipulate that:

(a) FNBC will continue to collect the Notes as it has to date and
Beloit will tender to FNBC any maker's remittance delivered to
the Debtors;

(b) Beloit will cooperate in restructuring any maker's
obligations and extending insurance with Exporters;

(c) FNBC will not assert an administrative priority claim if it
must enforce an HII Guaranty;

(d) The Debtors retain all of their rights to reject the
Agreements pursuant to 11 U.S.C. Sec. 365; and

(e) FNBC retains all of its rights and defenses against the
Debtors.

(Harnischfeger Bankruptcy News Issue 12; Bankruptcy Creditor's
Service Inc.)


HECHINGER: Settlement Agreement with Kmart
------------------------------------------
The debtors, Hechinger Investment Company of Delaware, Inc., et
al., entered into a certain settlement agreement with Kmart
Corporation, its lessor of stores on approximately 60 properties.  
Kmart has agreed to support the debtors' assumption and
assignment of certain subleases provided that assignees meet
certain conditions accorded Kmart.   The court shall conduct
hearings to consider approval of the transfer and sale of the
subleases to the bidders submitting the highest and best bids on
October 19, 1999 and November 1, 1999.


HOMEPLACE: New Prototype is Hope For Future   
-------------------------------------------
Discount Store News reported on October 4, 1999,  that HomePlace
of America is making big changes in the aftermath of its merger
with Waccamaw and has rolled out a new prototype that combines
the best of both chains. But as many mergers have witnessed in
the past, the combination of two moderately strong chains doesn't
always make for an invincible new entity, especially in the
increasingly competitive home goods marketplace. That is the
challenge the revitalized HomePlace faces going forward.

Waccamaw, a 40-unit home goods chain based in Myrtle Beach, S.C.,
agreed to merge with 75-unit Cleveland-based HomePlace Stores
earlier this year, an event that came to fruition on June 15,
once HomePlace had finally emerged from Chapter 11 bankruptcy
protection. The new entity, HomePlace of America, is
headquartered in Myrtle Beach.

The legal component of the merger was only one step in efforts to
combine the two chains. For long-term viability, developing a new
prototype that capitalized on the strengths of the two chains was
more critical.

While still only half the size of Bed Bath & Beyond and Linens 'n
Things, HomePlace of America, at 117 stores, has a considerably
stronger market presence than either of its earlier components.

The new HomePlace prototype opened earlier this year in Morrow,
Ga., in a strip center not far from the regional South Lake Mall.
The 53,000-sq.-ft. outlet compared to the previous 45,000 sq. ft.
will be typical of HomePlace stores developed under the new
prototype, Johnson said. Pre-merger HomePlace stores were usually
in the 53,000-sq.-ft. range and stood alone. Waccamaw units
can range from 45,000 sq. ft. to 100,000 sq. ft and include both
mall and freestanding outlets. Yet, said Johnson, the layout will
remain essentially the same as the prototype advances.

The presence of a large floral section immediately provides
shoppers an evident point of departure from Bed Bath & Beyond and
Linens 'n Things, as well as from the past generation of
HomePlace stores. Several adaptations have made the new prototype
a more aggressive sales platform as well. To ensure customers
recognize that the new HomePlace is offering sharp deals, opening
price point and promotional items have been offered in high-
visibility locations in the aisles and on shelves. In addition,
volume-boosting impulse items are set on strips at the end of the
aisle and can include signage with such every day low
price messages as "It's All on Sale All the Time."

Already, 28 stores have been retrofitted to bring them into line
with the new prototype. Remodeling work has been halted until
after the holiday selling season, but work will begin again in
February. By the end of 2000, all 117 HomePlace and Waccamaw
stores that were part of the merger will be operating
with the new layout.

Remodeled HomePlace locations have enjoyed sales gains of between
20% to 25% over what they saw before the work was done, Johnson
said. Waccamaw stores meanwhile have had significant but lesser
gains. Waccamaw stores gain less from the remodel, he explained,
because they incorporate fewer changes to core operations.

The chain will open 10 stores in 2000 and 20 to 25 in 2001. That
means, in 2001, HomePlace of America will be on something like
the percentage growth pace, if not the actual store opening pace,
of BB&B and Linens 'n Things.


ICO GLOBAL: Cuts Mobile Satellite System Costs; Predicts Funding
----------------------------------------------------------------
ICO Global Communications Ltd has cut the costs of building
and launching its satellite-based mobile communications services,
and expects to announce new equity funding in two weeks' time, a
spokeswoman said.

Surinder Hundal, ICO's public relations director, was speaking
after the NASDAQ-quoted company's recent decision voluntarily to
seek U.S. Chapter 11 bankruptcy protection after difficulties
with rights issues, she said.

"In the information memorandum last year when we went for the
IPO, the end-to-end cost was 4.6 bln usd and Richard Dreco, the
new chief executive, wants to bring costs down to much, much
below 4 bln," she said.

ICO raised 3 bln usd initially from a large number of
shareholders, including British Telecommunications PLC, Deutsche
Telekom AG, Koninklijke PTT Nederland, Greece's OTE and Singapore
Telecommunications Ltd, she said.

ICO is seeking about 1 bln usd in new equity funding to pay the
"end-to-end" cost of building and launching satellites, and
setting up distribution and marketing, she said. Iridium, the
Motorola-backed venture offering similar services, was forced
to file for Chapter 11 protection while Globalstar launched its
services at the Telecom 99 show earlier this week.

Hundal said ICO has learned from the poor Iridium launch that
services should only be sold when the systems are tried and
tested, products are ready,and marketing is in place. ICO intends
to aim at vertical markets, such as maritime, remote road and
rail transport, and the government sector, as well as sectors
such as mining, agriculture and rural areas, which cannot get
normal land-based mobile, she said.

"The 96 key business centres are all covered by cellular. We will
never be competitive with cellular," she said. ICO decided not to
launch two satellites which are already built, and instead will
launch the first in January next year, and have eight-ten up by
the end of 2000, she said.

Hughes Electronics Corp, which is building the satellite, has
been paid a great deal of what is owed to them but there are
still payments to make.  Costs have been shaved in the latest
financial plan sent to investors by looking at the systems ICO
uses and the company's structure, she said and ICO intends to
launch services, region-by-region, market-by-market, after
testing, during the first quarter of 2001.


INTERSCIENCE COMPUTER: Investment Firm Owns 41.76% Of Stock
-----------------------------------------------------------
The investment company Renaissance Capital Growth and Income Fund
III, Inc., has sole voting and dispositive power over 2,500,000
shares, or 41.76%, of the common stock of Interscience Computer
Corp.  At December 31, 1998, Renaissance owned 1,750,000 shares
of the company's common stock and 500,000 warrants to purchase
the company's common stock on or before July 3, 2001.  On
September 10, 1999, Renaissance owned a warrant to
purchase 250,000 shares of the company's common stock on or
before September 10, 2002.   The warrants are exercisable within
sixty days.  Thus, Renaissance owns 2,500,000 shares of the
company's common stock on a fully converted basis.


IONICA PLC: Nortel Further Supports Motion to Dismiss
-----------------------------------------------------
Nortel Networks plc submits a reply memorandum in further support
of its motion to dismiss the Chapter 11 case of Ionica plc.  
Nortel states that Ionica's claims to "property" in the US do not
withstand scrutiny.  Therefore Ionica's case under Chapter 11
should be dismissed. Similarly, Nortel suggests that Ionica was
and is beyond hope of resuscitating its business.  Therefore the
case should be dismissed for cause.  Nortel also asserts that
filing the Chapter 11 case was frivolous.  Nortel states that
immediately after filing Ionica - "cash strapped and in
administration proceedings in the UK" assigned all of its
customers to another company.  Nortel alleges that Ionica
commenced these proceedings to avail itself of a forum it
perceived to be more favorable than its UK administration
proceedings in which to pursue claims agaisnt certain third
parties.


IRIDIUM: Motorola Write-Off Close to $1 Billion
-----------------------------------------------
The Financial Times (London) reports on October 13, 1999,
that Motorola, the semiconductor and communications company, has
written off close to $ 1bn against its investment in the ill-
fated Iridium satellite telephone system.

The company took a $ 994m special charge against its third
quarter earnings yesterday to cover Iridium-related losses, which
comes on top of a $ 126m write-down in the previous quarter.

Motorola was the largest investor in Iridium, which filed for
Chapter 11 bankruptcy protection earlier this year. It said there
could be further charges in the fourth quarter.

An increase in reserves covered losses on Motorola's Iridium
bonds as well as outstanding accounts and inventory relating to
the project. However, it said it was continuing to fulfil its
operation and maintenance contract with Iridium, even though it
is not being paid. Excluding special charges, Motorola recorded
net income of $ 332m or 53 cents a share, in line with analysts'
forecasts - a strong recovery from the 7 cents a share reported
in the year earlier quarter.

However, analysts were privately hoping Motorola might make 55 or
56 cents a share. Its shares dropped more than $ 3 in after hours
trading yesterday evening. Revenues rose 7 per cent to $ 7.7bn
from $ 7.2bn last year.

Excluding revenues from businesses that have been sold, revenues
were up 12 per cent. One-off gains from the sale of businesses,
in particular the Semiconductor Component Group, helped offset
the losses on Iridium and limited total charges to the quarter to
$ 344m or 39 cents a share. After charges the company reported
net income of 4 cents a share. It said the continued
restructuring of the business had produced a strong improvement
in net margins.

Excluding charges, net margins on continuing businesses for the
quarter were 4.2 per cent, up from 0.7 per cent a year earlier.
The improvement was helped by strong growth in the core
semiconductor and wireless phone businesses. In particular sales
of digital wireless handsets rose very strongly and now account
for 89 per cent of all Motorola's wireless phone sales.

The semiconductor division recorded an 11 per cent increase in
sales to $1.6bn and a 24 per cent increase in orders to $ 1.8bn.
The division recorded a profit of $ 60m compared with a loss of
$ 184m a year ago. Christopher Galvin, chairman and chief
executive of Motorola, said the outlook was positive, with sales
and earnings growth expected to continue.


JAY JACOBS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor:  Jay Jacobs, Inc.

Type of business:

Court: Western District of Washington

Case No.: 99-10130    Filed: 09/03/99    Chapter: 11

Debtor's Counsel:  
Mark Charles Paben
Preston Gates & Ellis LLP
701 Fifth Avenue Suite 5000
Seattle, WA 98104-7078                  
                  
20 Largest Unsecured Creditors:

   Name                              Nature         Amount
   ----                              ------         ------
Decked Out, Inc.       Trade Accounts Payable     $422,941

Chorus Line Corp/
All That Jazz          Trade Accounts Payable     401,077

Agent 17, Inc.         Trade Accounts Payable     358,120

Evans Unlimited        Trade Accounts Payable     349,076

Aziz                   Trade Accounts Payable     338,925

Texdan(ATX)            Trade Accounts Payable     296,971

Sungdo Int'l Inc       Trade Accounts Payable     296,534

International Fashions Trade Accounts Payable     222,147

Urban Apparel Group    Trade Accounts Payable     173,789

MYG Tex Ltd.           Trade Accounts Payable     163,254

MISYD Corp                                        150,763

Bee Darlin'            Trade Accounts Payable     136,082

Harkham Ind/Jonathn Mart Trade Accounts Payable   126,773

Tempted                Trade Accounts Payable     125,206

Apropos                                           118,128

TFW Div, Fishman & Tobin  Trade Accounts Payable  117,025

Deja Bleu(Denimax)      Trade Accounts Payable    110,591

Cornell California Inc. Trade Accounts Payable    106,863

JPR                     Trade Accounts Payable     92,623

Oved Apparel                                       90,076
  

JITNEY-JUNGLE: Takes Action to Deleverage Balance Sheet
-------------------------------------------------------
Jitney-Jungle Stores of America, Inc. today announced that it and
nine of its affiliates have filed voluntary petitions to seek
protection under Chapter 11 of the Federal Bankruptcy Code. The
filings, which were made today in the U.S. Bankruptcy Court for
the District of Delaware in Wilmington, DE, will enable the
Company to conduct business as usual while it implements a
plan to reorganize its capital structure and focus on
strengthening the Company's operations and financial position.

Jitney-Jungle also announced that it has obtained a $260
million debtor-in-possession (DIP) financing commitment from a
consortium of lenders led by BT Commercial Corporation. Upon
court approval, these funds will be available to the Company to
retire its existing $150 million revolving credit facility and
enhance its liquidity in order to meet all inventory
needs and fulfill future obligations associated with operating
its business. Moreover, under the financing commitment, the
Company has obtained.favorable terms for trade vendors to ensure
their continued support.

Ron Johnson, President and Chief Executive Officer of Jitney-
Jungle, said: "Jitney-Jungle has an 80-year history of successful
operations in its core markets. Our objective is to use the
reorganization process on a fast-track basis to create a more
manageable capital structure and strengthen our business
operations so that Jitney-Jungle can significantly enhance
its profitability. With Court protection under Chapter 11,
Jitney-Jungle will have the breathing room it needs to
restructure its debt and complete its transition into a stronger
company."

"Today's filing should not have any significant impact on our
customers. Jitney-Jungle stores are open, stocked with inventory,
and conducting business as usual today," added Mr. Johnson.
"Likewise, our employees will continue to receive their salaries
and benefits without interruption. We are also pleased that we
were able to secure advantageous terms under our DIP facility for
our vendors to accommodate their ongoing support for the
Company."

Mr. Johnson also noted that the Company has retained Jay Alix &
Associates as its crisis management and corporate turnaround
expert. Michael Feder of Jay Alix will serve as Chief
Restructuring Officer and Chief Administrative Officer of Jitney-
Jungle. He will assist the Company's senior management team in
overseeing the restructuring and turnaround process.

Jitney-Jungle Stores of America, Inc., one the largest
supermarket operators in the Southeast, currently operates 75
combination stores (including 23 Premier stores), 106
conventional stores, and 15 discount stores for a total
of 196 supermarkets, 10 liquor stores and 55 gasoline stations
located throughout Mississippi, Alabama and Louisiana and in
Tennessee, Florida and Arkansas.


KEVCO: Annual Meeting To Decide Increase In Capital Stock
---------------------------------------------------------
The annual meeting of shareholders of Kevco, Inc. will be held on
November 22, 1999, at 10:00 a.m., local time, at the Marriott
Courtyard, 3150 Riverfront Drive, Fort Worth, Texas 76107. The
items of business are:  Election of directors;  adoption of an
amendment to the articles of incorporation authorizing an
increase in the total number of authorized shares of capital
stock from 100,000,000 to 150,000,000; and an undesignated class
of preferred stock, par value $0.01 per share, two
series of preferred stock, and a class of noncommon stock, par
value $0.01 per share; and adoption of the 1999 stock option
plan.

Only shareholders of record at the close of business on October
29, 1999 are entitled to notice of and to vote at the meeting.  
Further information and a proxy statement can be found at
http://www.sec.gov/cgi-bin/srch-edgar?0000950134-99-008801on the  
Internet, free of charge.


LONDON FOG: Looking Through the Mist
------------------------------------
WWD reports on October 5, 1999 that William Dragon, president and
chief executive officer of London Fog said the focus in turning
around the company will be in three areas: strategy, operations
and financial.

"We know we have strong brands than run the outerwear gamut from
casual to career to performance," said Dragon, pointing to a
slide presentation of brand target market.

"The London Fog brand is the most recognized in the sector, and
we have Levi's and Dockers licenses, which are among the most
well-known brands in the world. In Pacific Trail, we have one of
the most established names in the performance outerwear world.
So, we have a good stable of brands and now we have to level the
playing field and stop being in direct competition with our
retail partners."

In addition, LFI's portfolio includes the Towne moderate-priced
rainwear and outerwear label and the Black Dot extreme
performance outerwear line.

London Fog filed Chapter 11 last Monday so it could shed itself
of about 115 of its 140 stores. Dragon said he wants to keep only
25 or so outlets for inventory liquidation and close the other
outlets, the five super stores and two airport shops.

"Beside the stores, the other thing I quickly came to realize
when I took over as CEO in March was that we have too much
overhead," Dragon said. "We need to be right-sized. So, we just
consolidated our customer service, moving it to Seattle for all
brands, and also moving global sourcing to Seattle."

Dragon explained that since London Fog bought Pacific Trail in
1994, there had been dual functionality of sourcing and customer
service in Eldersburg, Md., where London Fog is based, and in
Seattle, Pacific Trail's home base. Dragon had been CEO of
Pacific Trail before becoming president of all wholesale
operations of LFI.

"We continue to look for ways to consolidate to cut overhead and
expenses," Dragon said.

On the financial side, Dragon reiterated that the company had
"too much debt" -- about $ 125 million overall, with about $ 101
million of it in outstanding bonds.

"This company has been highly leveraged for quite some time, and
it seems that refinancing and restructuring has become an annual
event," Dragon noted. "The bond holders seem amenable to swapping
debt for equity, and if they do, it will be a big move toward
putting this company back on solid financial ground. So will
relieving ourselves of the bulk of our retail operations, which
have been a drag on the bottom line overall and have limited our
resources for supporting our brands."

Dragon said he and other company executives have started to
consult with the firm's major retail customers about the plan to
put renewed emphasis on the brand and how it can best be
accomplished. He said the $ 130 million line of credit secured
for its Chapter 11 financing was "more than enough" to fully
support ongoing operations and marketing initiatives.

Dragon said fall and holiday shipments would have no disruption
of services, since all imported goods were secured by letters of
credit.

"The main thing is going to be getting the product right," said
Dragon, who noted that early fall sales for London Fog have been
strong. "We're back on May Co.'s matrix for spring 2000."
He said May Co. hadn't bought London Fog for three years, but it
has been stocking Pacific Trail.  Dragon said recent studies have
shown London Fog has an 81 percent consumer awareness level and
remains the country's "number one aspirational brand of rainwear
and outerwear, inspired by a contemporary lifestyle."

At Pacific Trail, a new soft-shop concept was launched last week
at nine doors of Hecht's and Foley's, two May Co. divisions. Five
are in the Philadelphia-Baltimore region and four in the Denver
area.  The shops are made up of special rolling displays
consisting of front and side racks, shelves and shelf displays,
accompanied by light-box picture frames and posters. The mini-
shops will feature themed merchandise and accessories.


NEXTWAVE: No Plans For Nextel Deal
----------------------------------
WIRELESS TODAY reports on October 12, 1999 that a recent upsurge
in inquiries fielded from a variety of sources - major carriers,
equipment vendors, service resellers and creditors, among others
- prompted NextWave Telecom Inc.'s senior executive to say that
there are no plans for the company to be acquired by Nextel
Communications Inc. [NXTL], the SMR carrier.   
     
Chairman and CEO Allen Salmasi was about as unequivocal as he
could be on this point:  "Notwithstanding rumors to the contrary,
NextWave Telecom, its shareholders and other constituencies have
absolutely no agreement, and are not contemplating any future
transactions, with Nextel." Hawthorne, N.Y.-based NextWave, the
winner of C-block PCS licenses that has been seeking to
reorganize under Chapter 11 federal bankruptcy protection, is
"fully funded for its deployment of a wide array of broadband
wireless voice, data and Internet access services as an
independent company," Salmasi said.   
     
Three weeks ago, the company announced more than $700 million in
equity investment commitments to support its reorganization plan,
currently before the U.S. bankruptcy court overseeing its Chapter
11 proceeding.  In August, Nextel made a surprise offer of $2.1
billion for NextWave's spectrum licenses. Rather than act as a
wholesaler of wireless airtime for the use of other operators
(its original game plan), Salmasi reiterated that NextWave will
seek to emerge from Chapter 11 as a provider of both affordably
priced, high-speed wireless Internet access and "the first
affordable alternative to local telephone service."  


PACIFIC BAJA: Auto Parts Makers File For Chapter 11 Protection
--------------------------------------------------------------
A manufacturer of light metal products for the automotive
and  transportation industries has filed for Chapter 11  
reorganization as part of an arbitration settlement executed by  
its parent.

Pacific Baja Light Metals Corp., which operates out of a  37,000-
square-foot building in Temecula, also expects the  
reorganization to help it gain independence from Woodland  Hills-
based parent Turbodyne Technologies Inc.

"Pacific Baja is on the road to straightening out its own  
financial difficulties with creditors," said Pacific Baja's  
attorney, Sandra Cross of the San Francisco firm Kaufman and  
Logan.

"Our intention is to remain in operation, to work more  
independently during the reorganization, and to sell the company  
as an ongoing business, not as a liquidation," Cross said.

Peter Weichselbraun, Turbodyne's corporate communications  
officer, said the company has no plans to reorganize, though it  
has agreed to transfer all of the issued and outstanding shares  
of its Light Metal Division -- which Pacific Baja falls under --  
as part of a $ 6.8 million arbitration settlement with Grand  
Technologies Inc. of Kalamazoo, Mich.

Turbodyne and its subsidiaries design, develop, manufacture  and
market proprietary products designed to enhance the  performance
and reduce the emissions of internal combustion  engines. They
also manufacture aluminum cast automotive  products, including
engine components and aftermarket specialty  wheels.

Pacific Baja is one of Turbodyne's in-house suppliers for  
components of those products.  Grand Technologies, which works on
products that facilitate process heating and industrial
automation, argued that Turbodyne  did not fulfill contractual
obligations regarding distribution  and production, Weichselbraun
said.

According to Weichselbraun, part of the arbitration agreement  
allows Grand Technologies to restructure and reorganize Pacific  
Baja into two new operating divisions: alloy wheel manufacturing  
and engine component manufacturing. The reorganization is "an  
effort to maximize the sales value of the business to separate  
buyers," Weichselbraun said.

Proceeds from the sales of the two new divisions will go toward
the $ 6.8 million owed to Grand Technologies. Any remaining
proceeds will be kept by Turbodyne, Weichselbraun said.

Neither Weichselbraun nor Cross knew whether the reorganization
would affect Temecula operations, which employ 10, but Cross said
she assumed Pacific Baja would continue to operate its business
as it had prior to filing for  reorganization. Pacific Baja
officials could not be reached for comment.

Cross said more specific numbers regarding Pacific Baja's assets
and debts should be available once more paperwork is filed with
the court within two weeks.

In January, both the Nasdaq exchange and Easdaq, the European  
Association of Securities Dealers Automated Quotation system,  
halted trading on shares of Turbodyne, citing a desire to  
investigate the company.

At the same time, a class action was filed against Turbodyne  in
U.S. District Court for the Central District of California on  
behalf of all common stockholders through Jan. 22.


PHILIPPINE AIRLINES: Reports Improved Results For July, August
--------------------------------------------------------------
Philippine Airlines has reported net income of 109.2 million
pesos (US$2.7 million) for July and August. Revenues for July and
August reached 4.4 billion pesos, with passenger operations
leading the way with 3.43 billion pesos or 78 per cent of total
earnings. PAL carried about 804,000 passengers in the period on
nearly 3,000 roundtrip flights and had an average load factor of
65 per cent. Although financial costs trimmed the airline's
operational gains, the better-than-expected results have put it
on track to post its second successive quarterly profit at the
end of September.


PHILIP SERVICES: Seeks Authority To Assume Certain Leases
---------------------------------------------------------
The debtors, Philip Services (Delaware) Inc., et al. seek court
authority to assume a certain personal property lease for a Rail
King rail car mover between the debtor and Dana Commercial Credit
Corporation.  The debtors have determined that the property is
necessary to the debtors go-forward operations.

By separate motion, the debtors seek authority to assume leases
of personal property for the use of certain motor vehicles,
selected products and services.  The debtors have determined that
the motor vehicles leased under the leases and the accompanying
programs supporting the use of those motor vehicles are necessary
to the debtors go-forward operations. The leases are between
Philip ST, Inc., f/k/a Serv-Tech, Inc. and PHH Vehicle Management
Services, LLC, formerly known as PHH FleetAmerica Corporation.


PLANET HOLLYWOOD: Wants To Get Out of Bankruptcy By Year-End
------------------------------------------------------------
THE ORLANDO SENTINEL reports on October 13, 1999 that Planet
Hollywood is looking for a speedy exit from Chapter 11.
The Orlando-based theme restaurant company reported $392 million
in assets and $359 million in debts in the filing with U.S.
Bankruptcy Court in Delaware, where the company is incorporated.

With an infusion of $30 million from insiders and a previously
announced agreement in hand from the largest group of creditors -
holders of $250 million in junk bonds - the company hopes to get
its reorganization plan cleared by the court before the end of
the year.

"We are looking for a speedy exit," said Robert Earl, the
company's founder, chairman and chief executive officer.
The company's All Star Cafe unit also was included in the
bankruptcy filing.

Earl and other Planet Hollywood officials would not discuss other
aspects of the bankruptcy filing or other company business,
except to say that an undetermined number of employees who lost
their jobs this week because of restaurant closings have been
offered positions in other Planet Hollywood restaurants.

On Monday, the company closed nine of its 32 U.S. outlets,
including two of its four Florida movie-theme restaurants, in
Miami and Fort Lauderdale. The others closed were in Chicago;
Houston; Indianapolis; Phoenix; Costa Mesa, Calif.; Maui, Hawaii;
and Gurnee, Ill., a suburb of Chicago.

"We've offered a bunch of relocations to the staff at places
where we've closed," Earl said.

Earl, a former Hard Rock Cafe International executive, launched
Planet Hollywood in 1991 with Hollywood movie mogul Keith Barish.
The company went public in 1996 with public support from a number
of then-popular Hollywood stars, such as Sylvester Stallone,
Bruce Willis and Demi Moore. But the company's finances plunged
as the chain spread to smaller cities, losing much of its luster
while competition increased from other theme restaurants. In
1998, the company lost $244 million. Barish resigned in March as
a director, setting the stage for the bankruptcy reorganization.

A Chapter 11 filing allows a company to continue operating with
protection from creditors while it reorganizes.  In its filing,
Planet Hollywood listed Barish as a holder of at least 5 percent
of the company's stock. Others were Earl; Kingdom Planet
Hollywood Ltd., which is indirectly controlled by Saudi Prince
Alwaleed Bin Talal; and Leisure Ventures PLC Ltd., which is
indirectly controlled by Singapore billionaire Ong Beng Seng.

In a recent Securities and Exchange Commission filing, Earl,
Alwaleed and Ong indicated they would each invest $10 million to
help recapitalize the company.   On Tuesday, Planet Hollywood's
stock fell 2 cents a share to close at 17 cents.


VENCOR: Seeks To Establish Claim Settlement Protocol
----------------------------------------------------
The Debtors tell the Court that they face a variety of employee-
related, EEOC, wrongful termination, and general or professional
liability claims for which there is no insurance coverage or for
which they must pay a deductible not covered by the Cornerstone
Insurance Policies.  Additionally, the Debtors leave a long trail
of commercial claims in the wake of their chapter 11 filing, many
of which will be disputed.

To relieve the administrative burden that would result from
bringing, pursuant to Rule 9019 of the Federal Rules of
Bankruptcy Procedure, each and every claim-related settlement
before the Court for approval, the Debtors seek to establish a
protocol authorizing them to resolve (but not pay) de minimis
claims without further Court approval.  

Specifically, the Debtors ask for authority to enter into
stipulations with creditors for the allowance (but not payment)
of general unsecured claims where the amount of the allowed claim
is no greater than:

* in the event of an Insured Claim, up to the limit of their
deductible ($2,000,000 per claim; $40,000,000 in the aggregate
per year); and

* in the event of an Uninsured Claim, up to $100,000 per claim,
subject to a $1,000,000 aggregate cap.  

The Debtors offer to provide the Committee and the DIP Lenders
with monthly reports of all claims settled pursuant to this
Protocol.  (Vencor Bankruptcy News Issue 4; Bankruptcy Creditor's
Service Inc.)

                  
                     *********

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
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