TCR_Public/991020.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
       
      Wednesday, October 20, 1999, Vol. 3, No. 203
                     
                     Headlines

AMERICAN STANDARD: Frederic M. Poses Named Chairman & CEO
AMERICAN STANDARD: Pursuing Sale Of Its Medical Systems Group
ATC GROUP: Hearing to Consider Disclosure Statement
BROOKE GROUP: Sets Annual Meeting Date For November 9th
BRUNO'S: Seeks Approval from Creditors on Proposed Plan

BRUNO'S: Summary of Second Amended Joint Disclosure Statement
COMMERCIAL FINANCIAL: Order Grants Motion To Set Claims Bar Date
COSTILLA ENERGY: Liedtke's Beneficial Ownership Falls Below 5%
DOW CORNING: Michigan State Court of Appeal Upholds Verdict
EQUITEX: Victoria Precision Acquired For $6 Million Canadian

FORCENERGY: Objection to Disclosure Statement
FWT INC: Hearing on Disclosure Statement
GOSS GRAPHIC: Objections To Plan
HARVARD INDUSTRIES: Contrarian Capital, Major Stockholder
ICO GLOBAL: Investors Bail Out ICO Global Communications

IMAGYN MEDICAL: Stipulation With Timm Medical Technologies
INCOMNET INC: Final Order Approves Postpetition Financing
LEASING SOLUTIIONS: Extends Forbearance Agreements With Lenders
LOEHMANN'S: Seeks To Extend Time To Assume or Reject Leases
MOBILE ENERGY SERVICES: Seeks Approval of Severance Program

NEUROMEDICAL SYSTEMS: Seeks Extension of Exclusivity
OWENS CORNING: Reports Record Third Quarter Results
PANGBURN CANDY: Judge Upholds Contested Contingency Payment
PARAGON TRADE: Hearing on Extension For Exclusive Solicitation
PAYLESS CASHWAYS: Reports Quarter Net Income of $1.7M

PLANET HOLLYWOOD: Wins Interim Use of Cash Collateral
SCOOP: Court Approves Reorganization Plan
SUN HEALTHCARE: Applies To Employ Professionals
TRANSTEXAS: Emergency Motion to Extend Exclusivity
                     
                     *********

AMERICAN STANDARD: Frederic M. Poses Named Chairman & CEO
---------------------------------------------------------
American Standard Companies Inc. reports that its Board of
Directors has elected Frederic M. Poses, 57, Chairman and
Chief Executive Officer.  Mr. Poses is currently President and
Chief Operating Officer of AlliedSignal, Inc. headquartered
in Morristown, New Jersey. He succeeds Emmanuel A. Kampouris,
who is retiring.  The appointment is effective January 1, 2000.
Mr. Poses was also elected to the company's Board of Directors.

"We are delighted to have Fred Poses lead American Standard
into the new century," said Mr. Kampouris.  "Fred has a strong
track record of driving business performance and enhancing
shareowner value.  He also has an intense focus on growing
businesses and developing people.  His global leadership
abilities, coupled with broad management experience, will
enable American Standard to profitably grow its businesses
around the world."

Mr. Poses has served with AlliedSignal for 30 years.  In 1997,
he was elected to AlliedSignal's Board of Directors and
named Vice Chairman.  He has also served as President of the
company's Engineered Materials businesses.  Mr. Poses is a
graduate of New York University and spent two years in the
Peace Corps and his entire business career with AlliedSignal."

"Joining American Standard is an exciting opportunity,"
Mr. Poses said.  "The company has an impressive combination
of strong businesses and a wonderful heritage.  I am looking
forward to leading the company's future growth and building
upon American Standard's record of success."

Lawrence A. Bossidy, Chairman and Chief Executive Officer of
AlliedSignal described Mr. Poses as "A strong, experienced,
innovative leader with a wonderful will to win. He will make
American Standard a great place."

Emmanuel A. Kampouris joined American Standard's plumbing
products Greek subsidiary in 1966 as General Manager of
Manufacturing. He was elected President and Chief Executive
Officer in 1989 and was elected Chairman of the Board of
Directors in 1993.

"Fred Poses has the opportunity to build on the tremendous
legacy of Mano Kampouris who reengineered the company's
manufacturing operations around Demand Flow(R) Technology,
and transformed American Standard into one of the premier
manufacturing companies in the world. It has become the
defining culture of the company today," said Mr. Roger
W. Parsons, a member of the Board of Directors.

"American Standard's strong operating performance, accomplished
management, high profitability, and robust cash flow place
the company in a prime position to surge ahead in coming
years. We believe Fred will make that happen."

American Standard is a $6.7 billion global, diversified
manufacturer of air conditioning, plumbing, automotive
products and medical diagnostics systems. The company operates
116 manufacturing facilities in 33 countries and employs
approximately 57,000 people worldwide.


AMERICAN STANDARD: Pursuing Sale Of Its Medical Systems Group
-------------------------------------------------------------
The Board of Directors of American Standard Companies Inc.,
has directed the company's management to pursue the sale
of the Medical Systems Group. After careful consideration
of all the alternatives, the Board's decision follows the
recommendation of its Strategic Initiative and Management
Development Committee and its advisors, Goldman, Sachs &
Co. and Prudential Vector Healthcare Group. Both Goldman
Sachs and Prudential Vector also have been engaged to assist
in this directive.

Mr. Emmanuel Kampouris, Chairman and Chief Executive Officer,
stated: "We appreciate the hard work of the Strategic
Initiative Committee and,in particular, its Chairman, David
Roderick, in pursuing this action with a focus on maximizing
shareholder value."  Mr. Roderick, commented, "We have great
confidence in the Medical Systems' current diagnostic products
and even more in its new technologies and research initiatives.
We believe that a sale is the best alternative to realize
its value for our shareholders."

The Medical Systems Group is engaged in the research,
manufacture, and distribution of diagnostic products
including fully automated testing and other diagnostic
systems for autoimmunity, infectious disease, blood virus,
fertility, prenatal, osteoporosis, nutritional analysis and
transplantation.  Its DiaSorin Biomolecular Research Center
is a recognized leader in hepatitis and infectious disease
research through enzyme immunoassay and advanced DNA probe
technology.

The Center's newly discovered SEN-V virus is highly associated
with acute and chronic hepatitis, probably accounting for a
majority of cases of viral hepatitis of previously unknown
origin.

The Medical Systems Group generates over $100 million in sales
annually through a network of worldwide businesses, direct
sales forces and distributors.  It operates manufacturing and
research and development facilities in Stillwater, Minnesota,
Saluggia and Brescia, Italy and Jundiai, Brazil.


ATC GROUP: Hearing to Consider Disclosure Statement
---------------------------------------------------
A hearing shall be held before the Honorable Jeffry H. Gallet
on October 26, 1999 at 11:00 AM, US Bankruptcy Court, Southern
District of New York, to consider the entry of an order
approving the debtors' third amended Disclosure Statement for
the third amended joint consolidated plan of reorganization.

ATC Group Services Inc., is a privately held provider of
engineering and consulting services to environmental and
construction materials industries.  Its filing in federal
bankruptcy court in New York, also listed parent Acquisition
Holdings Inc., plus subsidiaries Hygeia Laboratories Inc., ATC
InSys Technology Inc., ATC Environment Inc., ATC Constructions
Services Inc. and Bing Yen & Associates.

Under ATC's prepackaged filing, unsecured creditors
would acquire 98.25 percent of the stock in a reorganized
company. The company's old stockholders would receive the
remaining shares.

Earlier this month, New York-based ATC said it was suffering
from liquidity problems and was negotiating with its creditors
on restructuring.


BROOKE GROUP: Sets Annual Meeting Date For November 9th
-------------------------------------------------------
The annual meeting of stockholders of Brooke Group Ltd., a
Delaware corporation, will be held at The Hyatt Regency Miami,
400 S.E. Second Avenue, Miami, Florida on Tuesday, November 9,
1999 at 11:00 a.m. local time, for the following purposes:

To elect four directors to hold office until the next annual
meeting of stockholders and until their successors are elected
and qualified.

Every holder of record of common stock of the company at the
close of business on October 6, 1999 is entitled to notice
of the meeting.


BRUNO'S: Seeks Approval from Creditors on Proposed Plan
-------------------------------------------------------
Bruno's, Inc. announced that the United States Bankruptcy Court
for the District of Delaware has issued an order authorizing the
Company to solicit votes from its creditors on the Company's
proposed plan of reorganization. The proposed plan of
reorganization, which was originally filed with the Bankruptcy
Court in late May, contains the terms under which the Company
will emerge from bankruptcy. The proposed plan of reorganization
is subject to acceptance by the requisite vote of the Company's
creditors and to confirmation by the Bankruptcy Court.

James A. Demme, Chairman of the Board and Chief Executive
Officer of Bruno's, said, "The Bankruptcy Court's decision
to allow us to seek creditor acceptance of our plan
of reorganization represents a significant step toward
our goal of emerging from bankruptcy as an independent
debt-free company. This is one of the final steps in the
process of successfully reorganizing the Company.  We are
confident that we will receive the necessary acceptances
from our creditors and the confirmation of our plan by
the Bankruptcy Court."

Bruno's has been operating as a debtor-in-possession under
Chapter 11 of the United States Bankruptcy Code since
February 2, 1998.  Since the commencement of the bankruptcy
proceeding, the Company has sold or closed 51 supermarkets
and has become a smaller but more viable company.

The solicitation of creditor acceptance for the Company's
plan of reorganization was delayed when the Bankruptcy
Court, in late June, granted a motion filed by the
Indenture Trustee for the Company's Senior Subordinated
Notes seeking the appointment of an independent examiner to
investigate the 1995 leveraged recapitalization under which
affiliates of Kohlberg Kravis Roberts & Co. L.P. ("KKR")
acquired control of Bruno's.  After granting the motion,
the Bankruptcy Court appointed Harrison J. Goldin of Goldin
Associates, L.L.C. to investigate the 1995 transaction to
determine if there were any viable claims that could be
asserted against participants in the transaction for the
benefit of the Company's creditors.

After an extensive investigation, Mr. Goldin filed a report
with the Bankruptcy Court on October 5, 1999.  The report
concludes that there are " multiple legal and factual
obstacles" to the assertion of claims against participants
in the 1995 leveraged recaptialization involving Bruno's.
As a result of such obstacles, Mr. Goldin advised the
Bankruptcy Court that "the prosecution of such claims is
extremely difficult to justify." In general, the report
frequently uses the terms "unlikely" and "remote" in
assessing the prospects of obtaining a recovery from the
former stockholders of Bruno's and KKR.

Bruno's said it would begin soliciting creditor acceptance
for its plan of reorganization no later than October 30,
1999.  All creditors will receive an approved disclosure
statement summarizing the terms of the proposed plan
of reorganization. The Bankruptcy Court has scheduled a
confirmation hearing on the proposed plan of reorganization
beginning on December 20, 1999.

The plan of reorganization provides that all of the
indebtedness owed by Bruno's to its senior creditors will be
converted into shares of Common Stock, with the result that
Bruno's, after emerging from bankruptcy, will be owned by
approximately 20 financial institutions who currently hold
the senior debt incurred prior to the commencement of the
bankruptcy proceeding.  The plan of reorganization provides
that other general unsecured creditors will receive a cash
disbursement equal to 30% of the allowed value of their
claims.  All distributions that would have been made to the
holders of the Company's Senior Subordinated Notes will be
distributed to the senior creditors in accordance with the
governing subordination agreement. No distributions will
be made to holders of shares of Common Stock of Bruno's.


BRUNO'S: Summary of Second Amended Joint Disclosure Statement
--------------------------------------------------------------
In support of their Second Amended Joint Plan of
Reorganization, the Debtors present the Court with their
Second Amended Joint Disclosure Statement, providing what
they believe to be adequate information to permit creditors to
decide whether they should vote for or against the Joint Plan.

The Disclosure Statement explains that the Banks' Class 4
Claims are projected to recover 59.5% of their claims, allowed
by stipulation in the amount of $462,154,419. That recovery
will be in the form of 96% of the New Common Stock issued
under the Joint Plan. Class 5 General Unsecured Creditors,
holding allowed claims estimated at $135,000,000, will
receive 26% of the Allowed Amount of their claims, in Cash.
The Subordinated Noteholders, owed $421,121,590, take nothing
under the Joint Plan. Old Equity Interests are canceled.

The less-than-par recovery by the Bank Group reflects a
settlement of the Debtors' claims that the security interests
granted to the Banks in December 1997 -- less than 90 days
prior to the Petition Date -- constitute a preferential
transfer subject to avoidance under 11 U.S.C. Sec. 547.
The Settlement reflects the Bank's release of its liens against
Bruno's, Inc., but not against any Subsidiary.  Entry of the
Confirmation Order will ratify the terms of this Settlement.

By virtue of the equity distribution to holders of the Bank
Debt, the significant initial owners of New Bruno's will be:

Oaktree Capital Management, LLC 13.75% B-III

Capital Partners, L.P.  11.40%

Van Kampen American Capital PRIT 10.37%

Angelo, Gordon & Co., L.P.  10.30%

Franklin Mutual Advisors Inc.  9.83%

Daystar Special Situations Fund, L.P.  6.42%

First Union National  Bank 6.27%

Goldman Sachs Credit Partners L.P.  6.43%

For purposes of the Joint Plan, and based on advice rendered
by Wasserstein, Perella & Co., Inc., the Company is valued
at $351,000,000.  After distribution of $76,000,000 in Cash
on or shortly after the Effective Date, New Bruno's is valued
at $275,000,000.  That imputes a value of $11 per share to
the New Common Stock.

The Debtors assert that the Joint Plan is feasible and
confirmation is not likely to be followed by a liquidation
or the need for further reorganization.


The Debtors supply creditors with their projected financial
statements of operations through 2002:

                         Bruno's, Inc., and Subsidiaries
                 Projected Consolidated Statements of Operations
                               (Amounts in Thousands)

                   30 Weeks     22 Weeks    52 Weeks    53 Weeks
                    Ending       Ending      Ending      Ending
                   31-Aug-99     29-Jan-00   31-Aug-01  03-Feb-02
                    --------------------------------------------
Net Sales               926,500    688,500  1,635,791  1,665,256
Cost of Products Sold   713,974    530,132  1,250,768  1,266,783
                      ------------------------------------------
Gross Profit            212,526    158,368    385,023    398,473

SG&A                    189,970    139,424    330,523    332,973
                        -----------------------------------------
EBITDA                   22,556     18,944     54,500     65,500

Depreciation &             7,724     23,933     32,106     25,704      
Amortization

Interest Expense, net     2,274        749      1,217        240
Reorganization Items     35,552          0          0          0
                     --------------------------------------------
                        (40,974)    10,471     29,350     33,154
Income Tax Provision          0      4,031     11,300     12,764
Fresh Start Adustments   (9,998)         0          0          0
                     --------------------------------------------
Net Income               (50,972)     6,440     18,050     20,390
                           
============================================

The growth in gross margins -- from 22.46% in 1999 to 23.93% in
2002 -- is said to be attributable to "reductions in shrink,"
without further explanation.

The Debtors assert that the Joint Plan complies with the
Best Interests Test because it distributes greater value
to creditors than they would receive in a liquidation under
chapter 7.  In a chapter 7 liquidation, the Debtors estimate
that their assets would be reduced to a $318,150,000 to
$399,133,000 pile of cash.  That cash would pay Trustee fees,
Severance Claims, Wind-Down Expenses, Professional Fees,
Reclamation Claims, Post- Petition Accounts Payable, and
Accrued Post-Petition Liabilities in full, and $154,208,000 to
$241,398,000 would remain.  $129,225,000 to $202,289,000 would
pay a 28% to 44% dividend to the Bank Group, resulting in a
projected recovery by General Unsecured Creditors (excluding
the Subordinated Noteholders) of 15% to 23%.

To the extent that trade creditors enter into written
agreements with New Bruno's agreeing to continue to provide
the same credit terms and credit limits provided to their
most favored customers, New Bruno's will grant a trade lien,
junior to any lien granted to the Lenders under the Exit
Financing Facility, for one year following the Effective Date.
(Bruno's Bankruptcy News Issue 26; Bankruptcy Creditor's Service,
Inc.)


COMMERCIAL FINANCIAL: Order Grants Motion To Set Claims Bar Date
----------------------------------------------------------------
The US Bankruptcy Court for the Northern District of Oklahoma
has set a Bar Date of January 31, 2000 for filing of all
prepetition claims and postpetition administrative expense
claims against and interests in, CFS and/or NGU, with certian
exceptions.


COSTILLA ENERGY: Liedtke's Beneficial Ownership Falls Below 5%
--------------------------------------------------------------
Cadell S. Liedtke has reduced his beneficial ownership of
Costilla Energy Inc.'s common stock to only 4.4% of the
outstanding shares of the company.  He has sole voting and
dispositive power over 563,460 shares, shared voting and
dispositive power over 60,000 shares. The aggregate amount
beneficially owned by Mr. Liedtke is 623,460 shares.

The changes in the percentage of beneficial ownership
reported here are the result of shares beneficially owned by
Mr. Liedtke which have been involuntarily sold due to financing
Arrangements.  As a result of the sales, his beneficial
ownership of the common stock is now less than 5% of the
outstanding common stock and he is no longer subject to the
reporting requirements of the Securities & Exchange Commission.


DOW CORNING: Michigan State Court of Appeal Upholds Verdict
-----------------------------------------------------------
Dee-Ann Durbin, writing for the Associated Press, reports that
the Michigan state Court of Appeals upheld Judge Colombo's ruling
that Dow Corning's insurers are responsible for the cost of Dow
Corning Corp.'s defense in its billion-dollar breast implant
settlement.  The issue, Ms. Durbin recalls, was one of several at
stake in a case filed by Dow Corning against more than 20
insurance companies.  The insurers, which sold policies to Dow
Corning between 1962 and 1985, had refused to pay defense and
indemnity costs that arose from Dow Corning's silicone implant
litigation.

In its decision, the Court of Appeals sided with Wayne County
Circuit Court Judge Robert Columbo, who had ruled that Dow
Corning didn't have to prove injury occurred in each of its
silicone breast implant cases to obtain liability coverage from
insurance companies.  Instead, Dow Corning was only obliged to
prove that liability claims had been filed against the company.
The Court of Appeals also agreed that Dow Corning's $ 42.5
million payment to a global settlement fund was a cost that could
be passed on to insurance companies. The insurance companies had
argued the payment shouldn't be included because it was voluntary
and covered administrative costs.  

Judge Columbo ordered the companies to pay their share of Dow
Corning's $216.4 million in defense costs, a decision upheld by
the Court of Appeals. In its decision, the Court of Appeals
praised Judge Columbo's efforts.  "In the face of some of the
most expansive, complex litigation in the history of this state,
Judge Columbo did not blink," the court wrote.

Dow Corning spokesman T. Michael Jackson told the AP that the
company is still reviewing the decision, but was pleased that the
appeals court upheld most of the company's arguments.

The decision doesn't mark an end to the case, Ms. Durbin notes.  
The appeals court returned the case to Judge Columbo because it
wanted reconsideration on one issue.  Several of the insurance
companies in the case provided excess insurance, meaning their
coverage isn't triggered until primary sources of insurance have
run out.  Judge Columbo ruled that excess policies could be
triggered anytime after a primary source ran out. But the Court
of Appeals said that if a claimant suffers injuries between
certain dates, excess policies can be triggered only after all
primary policies with within those dates are exhausted.


EQUITEX: Victoria Precision Acquired For $6 Million Canadian
------------------------------------------------------------
Effective July 27, 1999, Equitex, Inc. through its majority
owned subsidiary, VP Sports, Inc. and VP's wholly-owned
subsidiary 9066- 8609 Quebec Inc., a Canadian corporation,
acquired all of the outstanding common shares of Victoria
Precision Inc., also a Canadian corporation, incorporated under
the laws of the Province of Quebec.  Through the transaction
the rights to a four-year international consulting and
non-compete agreement was acquired for $3,966,600 ($6,000,000
CDN).

Of the total purchase price, $3,107,170 ($4,700,000 CDN) was
paid in cash at the date of closing, and $859,430 ($1,300,000
CDN) was exchanged in the form of a 6%, promissory note,
due in two equal installments of $429,715 at six months and
twelve months following the closing date.

In order to finance the acquisition, in June 1999 VP authorized
a private placement of up to 40 units in exchange for cash
of $5,000,000.  Each unit consists of 100 shares of $1,000
per share 8% secured convertible preferred stock, 12,500
shares of VP common stock at $2 per share, and warrants to
purchase 287,500 shares of VP common stock at $.10 per shares.
As of June 30, 1999, VP had sold 18.37 units for $2,269,250,
and warrants to purchase 575,000 shares of VP common stock
had been exercised resulting in proceeds of $57,500.

Subsequent to June 30, 1999, VP sold an additional 17.38 units
for $2,172,500, and warrants to purchase 1,725,000 shares of
VP common stock had been exercised in exchange for $172,500.

As a result of the private placement of 35.75 units, the
exercise of warrants to purchase 2,300,000 shares of VP common
stock, and the issuance of 560,763 shares of VP common stock
under an employment agreement entered in connection with the
acquisition, the company's investment in VP was reduced from
approximately 87% at December 31, 1998, to approximately 35.7%.


FITZGERALDS GAMING: Purchase Warrants Converted Into 1.5M Shares
-----------------------------------------------------------------
On September 29, 1999, Fitzgeralds Gaming Corporation,
issued 1,495,236 shares of its common stock, pursuant to
the exercise of common stock purchase warrants issued by
the company in December 1995. Each Warrant was exercisable
for one share of the company's common stock at an exercise
price of $.01 per share.  Warrants for the purchase of up to
an additional 476,599 shares of the company's common stock
expired unexercised.

Including the 1,495,236 shares of common stock issued
pursuant to the exercise of the Warrants, as of October 1,
1999, there were 5,508,082 shares of the company's common
stock outstanding.  The shares of common stock issued upon
the exercise of the Warrants have not been registered under
the Securities Exchange Act of 1933, as amended, and the
company's common stock is not traded or listed on any exchange.


FORCENERGY: Objection to Disclosure Statement
---------------------------------------------
The following parties object to the debtors' first amended
joint disclosure statement:

Baker Hughes Oilfield Operations, Inc., Baker Petrolite
Corporation, Western Atlas International, Inc., Cardinal
Services, Inc., Production Management Industries, Inc.,
Fastorq, Inc., Nautilus Pipe and tool Rental, Inc., Stabil
Drill Specialties, inc., Superior Well Service Inc., Cudd
Pressure Controls, Inc., Patterson Rental Tools, Inc.,
Tidewater Marine, Inc., Sun Drilling Products Corp., and
Downholde Specialties, Inc.

The parties objecting to the Disclosure Statement allege
that the plan is not confirmable as it violates the Absolute
Priority Rule.  In particular, the plan proposes a distribution
to equity shareholders in shares of new common stock with
a purported value in excess of $10 million.  Meanwhile, the
proposed plan only proposes to make a distribution to unsecured
creditors - in stock only - in the approximate amount of 62%
of their outstanding claims.  "Unless the plan proposes a
distribution to unsecured creditors in the full amount of
their claims, equity should receive nothing."

The parties object to the plan's failure to properly
categorize secured claims, and they point out, that for
purposes of voting the Bondholders and trade creditors should
be separately classified.

The parties also represent that the administrative expenses
of the debtors should be identified and disclosed, especially
in light of the estimate that these claims will be in the
amount of $33 million.

The parties also state that the alternative treatment of a bank
group should be adequately disclosed, and that the anticipated
disputed claims reserve should be disclosed; inter-company
claims should not be given voting class, potential avoidance
actions should be disclosed, claim objections should be
disclosed, there is a lack of disclosure regarding Australian
assets, the current status of Mr. Wennerstrom's employment
contract status should be made, the SEC was not noticed as
a party in interest and the notice of indemnification of
officers and directors by the new company is inadequate.


FWT INC: Hearing on Disclosure Statement
----------------------------------------
The hearing to consider the approval of the Disclosure Statement
for the amended plan of reorganization of FWT, Inc., debtor,
shall be held at the US Bankruptcy Court, 501 W. Tenth Street,
Fort Worth, TX 76102, on November 16, 1999 at 9:30 AM.


GOSS GRAPHIC: Objections To Plan
--------------------------------
Rockwell International Corporation objects to confirmation of the
second amended plan of reorganization of Goss Graphic Systems,
Inc. and its debtor affiliates. Rockwell states that the amended
plan invokes the cram-down provisions of the Code but is not fair
and equitable with respect to certain impaired creditor and
equity security classes that are deemed to have rejected the
Amended Plan.

Specifically, the debtors' amended plan is a "new value"
plan that violates certain cardinal requirements of a recent
Supreme Court ruling.

Rockwell alleges that under the amended plan, holders
of certain general unsecured claims neither receive any
distributions nor retain any property and are deemed to have
rejected the plan.  Rockwell also states that the debtors may
not confirm the amended plan over the objection of the Rockwell
Preferred Equity Interests unless the holder of the interest
receives or retains property of a value equal to the greater
of the allowed amount of any fixed liquidation preference to
which the holder is entitled, any fixed redemption price to
which the holder is entitled, or the value of the interest.
Pursuant to the plan, Stonington will receive 67.5% of the
new stock in exchange for a $50 million capital contribution.

Stonington has the exclusive opportunity to obtain equity
and an equity interest in the reorganized debtors without
providing in full for the dissenting class of unsecured claims
and the dissenting class of senior equity represented by
the Rockwell Preferred Equity Interests. Pre-petition equity
holders are getting something under the plan on account of
their prepetition position.  "Not only is Rockwell or any
interested or potentially interested party not getting the
opportunity to bid for the new equity, it cannot , even judge
if Stonington is paying a fair price."

La Salle Bank also objects to confirmation of the plan, stating
that Goss Realty can not reject the twenty year lease between
Realty and Systems as tenant. Realty has assigned the lease to
La Salle as additional collateral to secure repayment of a loan
evidenced by a Mortgage Note upon which note approximately $30
million remains unpaid.  To leave LaSalle unimpaired, according
to LaSalle, System must pay to Realty cash equal to $2.8
million in unpaid pre-petition rent plus real estate taxes.

LaSalle also alleges that Systems must show that its plan is
feasible, which it has not done.  The financial projections of
Systems shows a substantial cash loss, and the court has not
set a Bar Date.  LaSalle also objects to Systems' attempt to
adjudicate disputed claims outside of the case.


HARVARD INDUSTRIES: Contrarian Capital, Major Stockholder
---------------------------------------------------------
The following investment firms hold common stock of Harvard
Industries in the quantity and percentages shown:

Contrarian Capital Management, L.L.C., with sole voting power:
78,701, shared voting power: 2,165,818, sole dispositive power:
78,701, shared dispositive power: 2,165,818.  The aggregate
amount beneficially owned: 2,244,519 and the percent of the
common shares outstanding: 21.93%.

Contrarian Capital Advisors, L.L.C., sole voting power:
803,300, sole dispositive power: 803,300.  The aggregate
amount beneficially owned: 803,300 and the percent of common
shares outstanding: 7.85%.

Contrarian Capital Fund I, L.P., shared voting power: 524,103,
shared dispositive power: 524,103.  The aggregate amount
beneficially owned: 524,103 and the percent of common shares
outstanding: 5.12%.

Contrarian Capital Fund II, L.P., shared voting power:
974,749, shared dispositive power: 974,749.  The aggregate
amount beneficially owned: 974,749 and the percent of common
shares outstanding: 9.52%.


ICO GLOBAL: Investors Bail Out ICO Global Communications
--------------------------------------------------------
ICO Global Communications Ltd., a U.S. satellite phone venture
which filed for chapter 11 protection in August, has raised
$225 million from key shareholders in its first fund-raising
tranche, according to Reuters. ICO expects to raise the
remaining $975 million it needs to stay in business in two
other rounds in the coming months. This financing would pave
the way for ICO's emergence from chapter 11. The venture has
raised about $3 billion to date from 60 investors, as well as
$120 million on the Nasdaq market. ICO is seeking to provide
a global phone service through a network of 12 satellites to
be sent into orbit by the end of next year. (ABI 19-Oct-99)


IMAGYN MEDICAL: Stipulation With Timm Medical Technologies
----------------------------------------------------------
A stipulation was entered into by and between Timm Medical
Technologies and Imagyn Medical Technologies and its debtor
affiliates.

The debtor agrees to turn over the assets to Timm on or before
October 14, 1999. Timm's claim is temporarily allowed for
voting purposes in the estimated amount of $3.4 million with
$1.5 million constituting a Class 3 claim and $1.9 million
constituting a class 6 claim.


INCOMNET INC: Final Order Approves Postpetition Financing
---------------------------------------------------------
On October 7, 1999,The US Bankruptcy Court for the Central
District of California, Santa Ana Division entered a final
order approving the interim order approving postpetition
financing and granting security interests and superpriority
administrative expense treatment and modifying the automatic
stay on a final basis.  The $50,000 carve out for fees and
expenses is approved.


LEASING SOLUTIIONS: Extends Forbearance Agreements With Lenders
--------------------------------------------------------------
Leasing Solutions, Inc.(NYSE:LSN) announced that the
Company has concluded negotiations for a further extension
of the forbearance agreements it had reached earlier this
year with its U.S. secured lenders.  On May 25, 1999, the
Company announced that it had entered into forbearance
agreements with its U.S. secured lenders through August
16, 1999; the agreement was subsequently extended through
October 15, 1999. The extension announced today establishes
a forbearance period through November 15, 1999. Under the
terms of the extended agreements, the lenders have agreed
to forbear from exercising their rights and remedies as a
result of the Company's defaults under its loan agreements.
The extended agreements do not provide for any additional
borrowing availability. The terms and conditions of the
extended forbearance agreements continue to impose substantial
reporting and cash allocation obligations, and also include
standard representations, warranties and covenants. In the
event the Company were to breach any of these obligations
under any of the forbearance agreements, and fail to cure
such breach within a specified period of time, each of its
lenders would have the right to exercise the remedies under
their respective credit agreements. Additionally, unless all
of the agreements are extended at the end of the forbearance
period, each of the lenders will have the right to exercise
their remedies at that time.  Louis Adimare, Leasing Solutions'
president and chief executive officer, said, `The extension
of these agreements provides the Company the opportunity
to continue discussions with the secured lenders regarding
a potential financial restructuring. While there can be no
assurances at this time that a restructuring agreement can
be reached or successfully implemented, it would result in a
capital structure that reduces future expense and cash flow
obligations, This, in turn, should allow the Company to pursue
new business opportunities that it has been exploring.`
About the Company Since its founding in 1986, Leasing
Solutions has specialized in leasing information processing
and communications equipment, principally to large corporate
customers. With headquarters in San Jose, Calif., the Company
currently maintains sales offices in U.S., Europe and Canada.


LOEHMANN'S: Seeks To Extend Time To Assume or Reject Leases
-----------------------------------------------------------
The debtor, Loehmann's Inc. seeks a court order providing
that the debtor's time to assume or reject unexpired leases of
nonresidential real property be extended to January 13, 2000.

The debtor states that it has been engaged in an ongoing
evaluation of the profitability of its stores.  The debtor has
retained DJM Asset Management, LLC as a real estate consultant.
DJM has analyzed and provided a marketing program for the GOB
store leases and is reviewing and analyzing the profitability
and value of the debtor's remaining leases.  The debtor has
also hired PricewaterhouseCoopers to provide consulting for
the debtor. Due to the size of the case, and the fact that the
leases are central to any reorganization, the debtor seeks
the extension of time to adequately determine the value of
each lease to the debtor's business.


MOBILE ENERGY SERVICES: Seeks Approval of Severance Program
-----------------------------------------------------------
The debtors, Mobile Energy Services Company, LLC and Mobile
Energy Services Holdings, Inc. seek approval of a certain
workforce reduction severance program for hourly employees.
The program entails a lump sum payment, an employee transition
program, and involuntary severance.  The total cost of the
three components of the program is $1,256,641.  The debtors
believe that the program is an appropriate exercise of the
debtors' business judgment.  Due to the Pulp Mill ceasing its
operations, the debtors must reduce their hourly employee
workforce.  The debtors note that there is approximately
$1 million currently in the debtors' approved budget for
severance payments.


NEUROMEDICAL SYSTEMS: Seeks Extension of Exclusivity
----------------------------------------------------
The debtor, Neuromedical Systems, Inc. seeks an order authorizing
a third increase in the debtor's exclusive period to file a
plan and solicit acceptances thereof. A hearing on the motion
will be held before the Honorable Peter J. Walsh, November 3,
1999 at 3:00 PM, Bankruptcy Court for the District of Delaware.

Through the AutoCyte sale and other asset sale efforts, the
debtor has substantially completed its efforts to liquidate
its assets.  In order to complete such asset sales, the
debtor has had to focus its efforts on a number of complex
legal and administrative issues.  The debtor is currently
engaged in negotiations with the Creditors' Committee and
with certain creditors which may affect the structure of the
debtor's plan of reorganization; and the debtor believes that
it may be able to conclude such negotiations within 33 days.
The debtor seeks to extend the exclusivity period to file
a plan by thirty three days, to November 15, 1999, and to
extend the solicitation period also by thirty three days,
to January 14, 2000.


OWENS CORNING: Reports Record Third Quarter Results
---------------------------------------------------
Owens Corning reports record net income and sales for the
period ending September 30, 1999.  Results were driven by
strong performance in the company's North American Building
Materials business.

Net income for the third quarter of 1999 was up 13 percent
to $89 million compared to 1998 third quarter results of $79
million for ongoing operations.  Third quarter 1998 results
exclude special items including a gain from the transfer
of the yarns business into an unconsolidated joint venture,
and restructuring and other charges.

Sales in the third quarter of 1999 were $1.333 billion, a
slight increase from $1.324 billion during the same period
of 1998.  Sales were up 6 percent quarter-over-quarter when
adjusted for 1998 divestitures.

For the first nine months of 1999, net income was $209 million
compared to net income of $144 million for ongoing operations
during the same period in 1998.  Year-to-date sales were $3.773
billion, up from $3.747 billion in the comparable 1998 period.
Adjusted for divestitures, sales were up 7 percent from the
first nine months of 1998.

"We are pleased with the performance of our company during
the third quarter, particularly our Building Materials
Business," said Glen H. Hiner, Owens Corning chairman and
chief executive officer.  "We also made progress during
the quarter to improve our balance sheet and our cash flow.
Debt was reduced and we are on target to meet our goal of no
more than $2 billion of debt at year end," he said.

Income from operations in Building Materials was $145
million, which is a record for the business and a 36 percent
increase from $107 million during the same period in 1998.
Building Materials sales were $1.107 billion during the third
quarter of 1999, a 4 percent increase from $1.060 billion in
the prior-year period.

"We are pleased with our performance, especially in Insulating
Systems and Roofing Systems which achieved yet another
quarter of exceptional results," said Dom Cecere, president
of Owens Corning's North America Building Materials Business.
"Product and system demand was strong in the third quarter
and while demand continues to be brisk, we have not yet seen
the seasonal up-tick normal for this time of the year."

"During the quarter, we began our fall advertising campaign
starring the Pink Panther(R), and introduced our new Web site
with Do-It-For-Me Service(TM), powered by ImproveNet(R),"
Cecere said.  "This new site provides homeowners with a simple,
hassle- free way to find highly qualified, pre-screened, Owens
Corning preferred building and home improvement professionals."

"One of the keys to our continued success will be our ongoing
investments in core products and high-margin architectural
systems, including our Cultured Stone(R) product line, Acoustic
Systems and our MiraVista(R) specialty roofing," Cecere added.

The company announced that it plans to build a new Cultured
Stone plant in the Southeastern United States, scheduled to
open in mid-year 2000.  This plant supports Cultured Stone's
growth strategy with another regional facility to complement
its existing plants in Napa, California and Navarre, Ohio.

Composites Materials income from operations improved 30
percent over the third quarter of 1998, when adjusted for
the Yarns transaction.

"Composites volume was strong during the quarter, and
productivity improved as both unit manufacturing costs and
sales and administration spending were lower compared to the
second quarter," said Heinz Otto, president of the company's
Composites Systems Business.

Adjusted for the Yarns transaction, sales were up 10 percent
in the third quarter of 1999 due to strong unit volume in the
reinforcements and roofing mat markets.  Reported Composites
sales in the third quarter of 1999 were $256 million, compared
to $293 million in the prior-year period.  In Eur ope, lower
Composites sales reflect the impact of a stronger dollar and
ongoing pricing pressure.

Owens Corning and IKO Industries announced a joint venture to
build and operate a factory that will make wet-formed glass
fiber mat used mainly in the production of roofing shingles.
The state-of-the-art factory will be capable of making
about 75 million squares of mat annually, and will allow
Owens Corning to support the growing demand for high style
laminate shingle systems.  The facility will be constructed
at a yet-to-be-announced location in the Midwestern United
States, and will be operational in 2001.

General Motors and Ford said they will introduce new trucks in
the 2001 model year that have pickup boxes made with advanced
composite materials.  The composite boxes will resist dents,
scratches and rust - problems that have traditionally plagued
pickup truck owners.  The boxes are the largest composite parts
ever made for light trucks.  Owens Corning is a supplier for
both applications.  The company predicts the use of composites
in this single application for light trucks will grow from
zero today to more than 30,000 metric tons annually within
the next five years.

Owens Corning's proprietary Silentex(TM) muffler filling system
has been specified by Toyota for five vehicle models built
in Japan, the first applications of the technology in Asia.
Silentex muffler technology is an integrated system using
high-temperature glass fiber insulating material, patented
muffler filling machinery and a cost-effective filling
process.  Owens Corning receives licensing revenue for the
Silentex system as well as sales of composite materials.
First introduced in Europe, Silentex muffler filling
technology migrated to North America on its way to being
adopted by Toyota.

In September, Owens Corning launched a national advertising
campaign to increase brand awareness for the company's expanded
offering of products and systems.  Featuring the Pink Panther,
the fully animated ads present "Panther Tales" based on classic
fairy tales with a new twist, as Owens Corning and the Pink
Panther provide solutions to typical homeowner problems.

"Our results during the first three quarters of the year
reflect high demand for our products and systems, as well
as cost savings from our ongoing productivity initiatives,"
Hiner said.

"Going forward, we will continue to focus on capital efficient
growth and on System Thinking as the major driver of our
growth," he added.  "We believe there are great opportunities
for our higher margin businesses, including architectural
systems, and for the partnerships we are forming within our
Composites Systems business."

The company is a world leader in high performance building
materials systems and glass fiber composites with approximately
20,000 employees worldwide.


PANGBURN CANDY: Judge Upholds Contested Contingency Payment
-----------------------------------------------------------
In the Pangburn Candy Co. chapter 11 case, Bankruptcy Judge
Massie Tillman has upheld a contested contingency payment to
Arthur Andersen & Co. accountants in the case, according to
The Star-Telegram. When Ft. Worth-based Pangburn Candy filed
chapter 11 in February, Bank of America, its major creditor,
retained Arthur Andersen to appraise Pangburn's assets; they
estimated a value of $5.4 million, which was less than Bank
of America's $6.8 million loan balance. The bank and Arthur
Andersen made a deal that if the the accounting firm could
increase the proceeds from selling the assets, it would get 10
percent of the amount over the $5.4 million estate. Pangburn's
assets ultimately brought $6.9 million, a $150,000 payout
for Arthur Andersen. This is slightly more than double what
it would have received for hourly fees.  Pangburn and its
unsecured creditors said that it was their money that would
be paid to the accountants, and Judge Tillman sought counsel
from Bank of America attorney John D. Penn of Haynes and Boone
L.L.P., Ft. Worth, on background on the fee structure and its
application in bankruptcy. Penn cited a number of examples,
none of which were completely similar, and Tillman made his
decision. Quoting an 1899 speech by Theodore Roosevelt, he
said, "The fact that Arthur Andersen was willing to 'gamble'
on a favorable result rather than 'take rank with those poor
spirits who neither enjoy much nor suffer much, because they
live in the gray twilight that knows not victory nor defeat'
speaks well of its creativity in an otherwise 'gray' world."
Negotiations continue on payment of loans and unsecured
creditors' claims. (ABI 19-Oct-99)


PARAGON TRADE: Hearing on Extension For Exclusive Solicitation
---------------------------------------------------------------
The debtor, Paragon Trade Brands, Inc. filed a motion seeking
to extend its exclusive period to solicit acceptances to
its plan of reorganization.  A hearing on the motion shall
be held on October 26, 1999 at 2:00 PM in Courtroom 1204,
US Courthouse, 75 Spring Street, SW, Atlanta, Georgia 30303.


PAYLESS CASHWAYS: Reports Quarter Net Income of $1.7M
-----------------------------------------------------
Payless Cashways Inc. reports, for the quarter ended August
28, 1999, revenues of $492,683, as compared to $524,416 for
the same quarter of 1998.  Net income for the third quarter
of 1999, was $1.7 million compared to $1.0 million for the
same period of 1998.

For the first three quarters of 1999, on revenues of
$1,378,348, net loss was $5.4 million compared to net loss
of $23.2 million on revenues of $1,426,386, for the same
period of 1998. According to the company, sales decreases in
total for both periods are a result of closing seven stores
in the first three quarters of 1999 and two stores in the
first three quarters of 1998.


PLANET HOLLYWOOD: Wins Interim Use of Cash Collateral
-----------------------------------------------------
The U.S. Bankruptcy Court in Wilmington, Del., issued
an interim order Oct. 13 authorizing Planet Hollywood
International Inc. to use cash collateral in the course
of its normal post-petition business. The request to use
cash collateral was among the theme restaurant chain's
"first day" motions filed on Oct. 12, the day the company
sought chapter 11 protection. ProPlayer Inc., the retailer
supplying T-shirts, clothing and other merchandise for
the company, has agreed, along with pre-petition lenders
SunTrust Bank and Bank of Nova Scotia, to accept the use
of cash collateral generated from restaurant receipts and
merchandise sales. (The Daily Bankruptcy Review and ABI
October 19, 1999)


SCOOP: Court Approves Reorganization Plan
-----------------------------------------
24 Store.com announced yesterday that the bankruptcy court in
Santa Ana, Calif., has approved the Scoop Inc. reorganization
plan, according to a newswire report. They will now move forward
and complete the plan, which provides for the acquisition of 24
Store.com by Scoop and the acquisition of a majority interest
(91.8 percent) in Scoop by Infinicom AB, which is the primary
shareholder of 24 Store.com. The court entered its approval on
Oct. 5 after a Sept. 30 hearing. Pursuant to the reorganization
plan, Scoop will conduct business as an Internet commerce company
with its main operations in the United Kingdom and Scandinavia.
The company anticipates that it will change its name to 24
Store.com and apply for Nasdaq listing.  Scoop filed chapter 11
in July 1998. (ABI 19-Oct-99)


SUN HEALTHCARE: Applies To Employ Professionals
-----------------------------------------------
Robert F. Murphy, Sun's General Counsel and Secretary, advised
Judge Walrath at the First Day Hearing that the Debtors will be
presenting, in short order, formal applications, pursuant to 11
U.S.C. Secs. 327 and 328, to the Court seeking authority to
employ:

     Firm                              Purpose
     ----                              -------
Weil, Gotshal & Manges, LLP          Lead bankruptcy counsel

Richards, Layton & Finger, P.A.      Local bankruptcy counsel

Arthur Andersen LLP                  Restructuring consultants,
                                      auditors and accountants

Ernst & Young LLP                    Real estate, technology,
                                     litigation and reimbursement
                                             consultants

Lazard Freres & Co. LLC              Investment banker and
                                      financial advisor

Shearman & Sterling                  Special corporate and   
                                      litigation counsel

Jackson Lewis Schnitzler & Krupman   Special labor counsel

Schaffnit & Fletcher                 Special criminal defense            
                                     counsel

Gardner Carton & Douglas             Special regulatory counsel

Sidley & Austin                      Special regulatory and
                                     litigation counsel

The Nathanson Group PLLC             Special business           
                                     transactional counsel

Kilpatrick Stockton                  Special litigation counsel

Pillsbury Madison & Sutro LLP        Special real estate counsel
(Sun Healthcare Bankruptcy News Issue 2; Bankruptcy Creditor's
Service Inc.)


TRANSTEXAS: Emergency Motion to Extend Exclusivity
--------------------------------------------------
The debtors, TransTexas Gas Corp. and its affiliates requested an
extension of their exclusivity periods stating that this is a
large and complex case, involving both public and private debt,
multiple tiers of secured debt and substantial unsecured debt.
The debtors filed their second amended plan and TARC and TEC
filed their second amended plans of liquidation.

To allow adequate time to conclude the hearings now set
for Confirmation of the plan, the debtor requests that the
court extend the exclusivity period until December 31, 1999,
subject to a continuation of the debtors' DIP financing orders
through that date.

        *********

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                   *********

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