TCR_Public/991021.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 21, 1999, Vol. 3, No. 204

ALLIED HEALTH: Files Chapter 7  
BIKES USA: To Liquidate Before Year's End
BRUNO'S: Seek Extension To Assume/Reject Leases
CALIFORNIA COASTAL: Edelman Group Owns 7.46% Common Stock
CALIFORNIA COASTAL: Stockholders Approve Restrictions

COMPLETE MANAGEMENT: Case Summary & Largest Unsecured Creditors
ERLY INDUSTRIES: Disagreement With Deloitte & Touche
FAVORITE BRANDS: Seeks Approval of Asset Purchase Agreement
FILENE'S BASEMENT: Seeks Court Approval of (New) Professionals

FORCENERGY: Parties Objects to Disclosure Statement
GOLDEN STAR: Acquires 70% Of Ghanaian Gold Mining Company
INCOMNET INC: Order Honoring Employee Benefits
KENETECH: Court Denies Former Holders of Preferred Stock

LOEWEN: Schedules of Assets and Liabilities Presented To Court
LOEWEN: Seek Court OK To Hire Zolfo Cooper
LONG JOHN SILVER'S: Stipulation Regarding Insurance Policies
MARVEL ENTERPRISES: Sells Italian Subsidiary: Panini SpA
NATIONAL RESTAURANTS: Bar Date for Filing Proofs of Claim

NU-KOTE: Hearing on Creditors' Disclosure Statement
PRICHARD ALA: Lists $2.7 Million Liabilities
READING CHINA: Seeks To Retain Auditors of Plan
RUSSELL CAVE: Operating Report For Month Ending 9/30/99
SEMI-TECH: Seeks Time To Assume/Reject Unexpired Leases

STARTER: Order Authorizes Retention of DJM Asset Management
SUN HEALTHCARE: Seeks Approval of $200 Million DIP Financing Pact
SUN HEALTHCARE: Trustee Schedules Meeting of Creditors
TRANSTEXAS: High River Asks To File Fraudulent Transfer Complaint
UNIVERSAL SEISMIC: Motion For Substantive Consolidation

ALLIED HEALTH: Files Chapter 7  
On October 14, 1999, Allied Health Options, Inc. ("AHO"), a
wholly owned subsidiary of United Medicorp, Inc., (OTC Bulletin
Board: UMCI) filed a voluntary petition in the United States
Bankruptcy Court for the Northern District of Texas to liquidate
pursuant to Chapter 7 of Title 11 of the United States Bankruptcy
Code.  The filing was made primarily due to the insolvency of
AHO.  At October 14, 1999, the net liabilities of AHO totaled
approximately $1.8 million of which approximately $700,000
represents unsecured intercompany loans from United Medicorp,

Based in Dallas, Texas, United Medicorp, Inc., provides medical
insurance claims processing, accounts receivable management,
collection agency services to healthcare providers nationwide and
interim staffing services to healthcare business offices.

BIKES USA: To Liquidate Before Year's End
Yesterday an Alexandria, Va. bankruptcy judge approved a motion
to liquidate Bikes USA, an Alexandria-based chain of bicycle
stores, The Washington Post reported. Citing heavy debt
associated with aggressive expansion and declining bikes sales
across the country, the company field for chapter 11 protection
earlier in the month. The company also cited the growing
popularity of in-line skating and the very hot, dry summer that
kept a lot of "casual" bicyclists indoors. Bikes USA listed $2 to
$10 million in assets and $10 to $50 million in liabilities. CFO
Randy Gillet said yesterday that the company "has always been
over-leveraged, but the problem was exacerbated by the weather.
We just ran out of liquidity." Gillett also said the company's
lender, Paragon Capital LLC, has pressured the retailer to begin
early going-out-of-business sales. Paragon CEO Stewart Cohen said
"It's not in our tactics to pressure anybody," but he did say
that it made little sense for the company to continue
hemorrhaging money. "The company either had to be sold or
liquidated," Cohen said. Bikes USA, which operates 11 stores in
the Washington area, four in Atlanta, three in Miami, two in
North Carolina and one in Orlando, Fla., began as the Bicycle
Exchange in 1978. (ABI 20-Oct-99)

BRUNO'S: Seek Extension To Assume/Reject Leases
The Debtors ask the Court for a Fourth, and final, extension of
the deadline within which, pursuant to 11 U.S.C. Sec. 365(d)(4),
they must decide whether to assume or reject each of their non-
residential real property leases.  The Debtors ask that the
deadline be extended through confirmation of their plan of

The Debtors tell Judge Robinson that it is clear a plan of
reorganization will be confirmed in these cases and that
confirmation will occur in a relatively short period of time.  
Moreover, the Debtors have made substantial progress in
rationalizing their real estate holdings.  The Debtors suggest
that the bulk of their leases will be assumed under the
plan that is ultimately confirmed.  The Debtors are, however,
focusing their attention on a small group of marginally
performing stores that may be closed before these are concluded.  
(Bruno's Bankruptcy News Issue 26; Bankruptcy Creditor's Service

CALIFORNIA COASTAL: Edelman Group Owns 7.46% Common Stock
A.B. Edelman Management Company, Inc. owns  362,403 shares
(comprised of shares owned by Edelman  Value Partners, L.P.) of
the common stock of California Coastal Communities Inc. with
shared voting and dispositive power.  This amount represents
3.60% of the outstanding common stock of California Coastal

Asher B. Edelman & Associates LLC owns 387,716 shares (comprised
of shares owned by Edelman Value Fund, Ltd.)with shared voting
and dispositive power.  This amount represents 3.85% of the
outstanding common stock of California Coastal Communities.

Asher B. Edelman owns 750,119 shares (comprised of shares owned
by Edelman Value Partners, L.P. and shares owned by Edelman Value
Fund, Ltd.) with shared voting and dispositive power,
representing 7.46% of the outstanding common stock of California
Coastal Communities.

Edelman Value Fund, Ltd. owns 387,716 shares with shared voting
and dispositive power and representing  3.85% of the outstanding
shares of common stock of California Coastal Communities.

Edelman Value Partners, L.P. owns 362,403 shares with shared
voting and dispositive power and representing 3.60% of the
outstanding shares of common stock of California Coastal

CALIFORNIA COASTAL: Stockholders Approve Restrictions
California Coastal Communities, Inc., in response to an
unsolicited written consent from a majority of its stockholders,
has amended its certificate of incorporation in order to preserve
the ability of the company to utilize its $190 million of tax
loss carryforwards. The amendments prohibit future
purchases of the company's common stock by persons who would
become new 5% holders, and also prohibit current holders of over
5% from increasing their positions, except in certain permissible
circumstances which would not jeopardize the company's ability to
use its tax loss carryforwards.

As a result of transactions by holders of over 5% of the
company's common stock and repurchases by the company over the
past year, the company has experienced an ownership shift of
approximately 38%. Since under the Internal Revenue Code the
company's use of its tax loss carryforwards would be severely
restricted (based on its market capitalization) if it
experiences an ownership change of 50% or more, the company's
majority stockholders requested that the Board of Directors enact
the amendments, which have been determined to be in the best
interests of the company and its stockholders.

COMPLETE MANAGEMENT: Case Summary & Largest Unsecured Creditors
Debtor:  Complete Management Inc.
         245 West 31st Street, Mezzanine
         New York, NY 10001

Type of business: The debtor was a physician practice management
company that provid4ed non-medical management services to
physicians' practices.  It is now a healthcare financial services
company, providing asset-based lending, billing, collection and
other services to healthcare entities.

Court: Southern District of New York

Case No.: 99-10857    Filed: 10/12/99    Chapter: 11

Debtor's Counsel:  

Alec P. Ostrow
Salomon Green & Ostrow, P.C.
919 Third Avenue
New York, NY 10022-3904
(212) 319-8500
Fax : (212) 319-8505
Total Assets:            $144,094,087
Total Liabilities:       $89,600,000

No. of shares of preferred stock              0          0
No. of shares of common stock         14939730         983  

20 Largest Unsecured Creditors:

   Name                              Nature         Amount
   ----                              ------         ------
Prospect Street High Income
Portfolio Inc.                    Debentures       $8.7 million
Barry W. Blank                    Debentures       $5.9 million
Paulson Investment Co.            Debentures       $4.3 million
Jonathan Stanton Co.              Debentures       $2.4 million
Green Tree Vendor Svcs. Corp.     Judgment         $1.2 million
Arthur Andersen LLP          Computer Consulting   $1.1 million
Robert A. Levinson                Debentures        $900,000
Medic Vision                   IT Healthcare        $846,192
Copelco                      Copiers, FAX Machines  $750,000
Illiana Douglas                   Debentures        $330,000
Jefferson Medical               Medical supplies    $300,000
Sanwa Bank                   Teleradiology Project  $300,000
Dr. Sidney G. Friedman            Debentures        $268,000
RA Properties, Ltd.               Debentures        $200,000
Sheela D. Havas Trust             Debentures        $200,000
Ray W. Rowney, Jr.                Debentures        $180,000
Dr. Singh                         CMI Liability     $170,000
Allied St. George                 Office Lease      $120,000
Edward H. Gold                    Debentures        $101,000
CTC Communications              Telephone Services  $100,000

Complete Management Inc. (CMI), New York, filed a voluntary
petition for reorganization with the US Bankruptcy Court for the
Southern District of New York, under Chapter 11 of the
U.S. Bankruptcy Code on Tuesday, October 12, 1999.

On March 17, 1999 the Company defaulted on its 8% Convertible
Subordinated Debentures due August 15, 2003 and its 8%
Convertible Subordinated Debentures due December 15, 2003.  Since
then, CMI has worked with an informal committee of  
debentureholders to finalize a term sheet for a plan of
reorganization. The Term Sheet between the Company and the
Debentureholders Committee was signed on Friday, October 8, 1999.  
The Term Sheet proposes an exchange of debt for equity in a
reorganized CMI.

In the Chapter 11 filing, CMI is represented by Salomon Green &
Ostrow, P.C. as legal advisor and by Loeb Partners Corporation as
financial advisor. The Debentureholders Committee is represented
by Kelley Drye & Warren LLP as legal advisor and Houlihan, Lokey,
Howard & Zukin as financial advisor.  The Chase Manhattan Bank is
the Indenture Trustee on the Debentures.

The filing in federal court in New York will allow the Company to
continue its operations under the protection of the bankruptcy
court while it finalizes discussions with Debentureholders and
other major creditors on a Plan for Reorganization.  The Company
will implement a plan to reorganize its capital structure and
continue to focus on strengthening the Company's operations and
financial position.

CMI is a healthcare financial services company.  The Company owns
Intertech Penta Group, a healthcare billing and collections
company based in Syosset, New York.  The Company also has a
majority stake in CMI Capital, based in Port Washington, New
York.  CMI Capital is an asset-backed lender to the healthcare
industry.  In addition, the Company owns Medical Management, Inc.
a provider of Magnetic Resonance Imaging services to New York
area hospitals.

CMI's Chairman and CEO, Steven Rabinovici, stated: "With the
Physician Practice Management Business behind us and a
reorganized capital structure, we feel that the new CMI can go
forward as a profitable healthcare financial services company.  
This Chapter 11 filing will allow us to work with our creditors
on finalizing our restructuring plan.  The new Company will
be smaller and more focused, with a much reduced debt burden."

ERLY INDUSTRIES: Disagreement With Deloitte & Touche
Deloitte & Touche LLP is no longer serving as the principal
accountant for the audit of the financial statements of Erly
Industries Inc. In a letter from Deloitte & Touche LLP to the
Securities and Exchange Commission dated September 14, 1999, it
appears that there is a disagreement between Deloitte & Touche
and Erly as to the timing and circumstances of the accounting
firm's ceasing to serve as Erly's principal accountant.  The
company says it believes that Deloitte & Touche ceased to serve
in such capacity on or about February 1, 1999.  The accounting
firm's position is that the client-auditor relationship ended on
September 14, 1999.  Both parties agree that Deloitte & Touche
was not retained to perform an audit of the company's financial
statements for the fiscal year ended March 31,

Deloitte & Touche's reports for the years ended March 31, 1997
and March 31, 1996 did not contain an adverse opinion, disclaimer
of opinion, modification, or qualification.  An audit for the
fiscal year ended March 31, 1998 was not completed by Deloitte &
Touche in light of the fact that the company filed a voluntary
petition for reorganization on September 28, 1998.  An audit was
not performed for the latest fiscal year ending March
31, 1999 while the company was in bankruptcy proceedings.  Prior
to Deloitte & Touche's resignation, there were no disagreements
between it and present or prior management of Erly Industries on
any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure.

On or about March 1, 1999, Erly engaged Postelwaithe &
Netterville, LLP as its principal accountant to audit its
financial statements.  Postelwaithe & Netterville is currently in
the process of auditing Erly's balance sheet at August 20, 1999.
The decision to engage Postelwaithe & Netterville was
approved by the board of directors.

FAVORITE BRANDS: Seeks Approval of Asset Purchase Agreement
The debtors, Favorite Brands International Holding Corp. et al.
seek approval of an Asset Purchase Agreement by and among the
debtors and Nabisco Inc., Nabisco Brands Company and Nabisco
Technology Company, purchasers.  The debtors seek approval of
bidding procedures and the Asset Purchase Agreement.  The
purchase price is $475 million. A qualified bidder must offer at
least $12 million over the purchase price, with increasing
increments of $1 million. In the event of a successful bid other
than the purchasers', the debtors will pay to the purchasers a
termination fee of $8.3 million plus fees and disbursements.
Without the approval by the court of the termination fee, the
purchasers will withdraw their offer.

By order dated October 8, 1999, the Honorable Peter J. Walsh
approved the Bidding Procedures.  The auction will be held at the
offices of Skadden, Arps, Slate, Meagher & Flom, 333 West Wacker,
Chicago, Illinois.  The auction will begin on November 10, 1999
at 9:00 AM and continue if necessary to November 11, 1999.

FILENE'S BASEMENT: Seeks Court Approval of (New) Professionals
The debtors, Filene's Basement, Inc. and Filene's Basement Corp.
seek an expedited determination of the debtor's application to
employ a financial advisor and consultant and accountant and
auditor under general retainer.

The debtors seek authority to employ Jonathan Altman and Altman
and co. as financial advisor and consultant for the debtors under
a general retainer for services rendered and to be rendered
during the cases.    The debtors seek to provide Altman and co.
with a retainer in the amount of $100,000, which amount will be
paid from the  $400,000 retainer which Pricewaterhouse Coopers
will return to the debtors.

Currently the firm's hourly rates for partners range from $275 to

The debtors also seek authority to employ Lewis Jaffe and Arthur
Andersen LLP as accountant and auditor for the debtors. The
debtors seek to provide Andersen with a retainer in the amount of
$100,000, which amount will be paid from the $400,000 retainer
which PricewaterhouseCoopers will return to the debtors pursuant
to the decision of the court to remove PricewaterhouseCoopers.

FORCENERGY: Parties Objects to Disclosure Statement
BP Amoco, Chevron USA Production Company, Great Plains Resources,
Inc., Mobil Oil Exploration and Producing Southeast, Inc., and
Union Oil Company of California object to the joint Disclosure
Statement of Forcenergy Inc. and Forcenergy Resources Inc.  The
objecting parties have claims against the debtors which are  
secured by liens on certain of the debtors' property.  They have
various executory contracts with the debtors in the form of Joint
Operating Agreements relating to the purchase of hydrocarbons.

The objecting parties allege that in the debtors' plan of
reorganization they state that they will reject the Joint
Operating Agreements but retain a right to amend that action.  
The debtors have the same right to amendment with Minerals
Leases, Master Service Agreements, Seismic contracts, Oil and Gas
Purchase Contracts, Forcenergy Operating Agreements, Office
Leases and Farmout Agreements, Easements and Surface Rights.

Because of their right to amend their decision to accept or
reject these agreements, the objecting parties can not determine
whether to accept or reject the plan. Therefore, they conclude
that the Disclosure Statement does not contain adequate
information for the objecting parties to make a determination.

GOLDEN STAR: Acquires 70% Of Ghanaian Gold Mining Company
On September 30, 1999, Golden Star Resources Ltd., a Canadian
company, and Anvil Mining NL, an Australian company, completed
their previously announced acquisition of 70% and 20%,
respectively, of the common shares of Bogoso Gold Limited, a
Ghanaian company. The Government of Ghana retained its remaining
10% equity interest in Bogoso Gold Ltd. Bogoso Gold Ltd. is the
owner of an operating gold mine in the Republic of Ghana, which
the company and Anvil intend to continue to operate.

The acquisition was completed by way of a purchase agreement
among the company, Anvil and a consortium of banks led by the
International Finance Corporation and Deutsche Investitions und
Entwicklungsgesellschaft mbH of Germany. The initial purchase
price for Bogoso Gold Ltd. was $6.5 million, which was funded
using working capital and proceeds from the company's
August 24, 1999 offering of its subordinated convertible
debentures, common shares and warrants. The acquisition also
included the assignment to the company and Anvil of 78%
and 22%, respectively, of the existing indebtedness of Bogoso
Gold Ltd., previously owed to the banks and totaling
approximately $34 million.

Golden Star Resources and Anvil may be required to make
additional future payments to the banks, depending on the then-
current price of gold and the potential acquisition of ore in
Ghana outside of the region of Bogoso Gold Ltd.'s mining
interests. These payments may not exceed $10 million and are
expected to be funded from Bogoso Gold Ltd.'s cash flow. The
company and Anvil will also pay $5 million to the banks upon the
first anniversary of the commencement of commercial mining of
sulphide ore at the Bogoso Gold Ltd. mine.

INCOMNET INC: Order Honoring Employee Benefits
Judge John E. Ryan entered an order on October 5, 1999 providing
that Incomnet Communications Corporation is authorized on an
interim basis, to pay any employee who is terminated postpetiton:
severance pay and accrued benefits, not to exceed $4,300 per
employee.  The hearing regarding all other relief requested shall
be continued to October 7, 1999 at 9:30 AM.

A bankruptcy case concerning International Precious Metals Corp.
aka International Platinum Corp. was filed on June 19, 1999 and
was converted to a case under Chapter 7 on October 1, 1999.

A meeting of creditors is set for November 8, 1999 at 8:30 AM at
the Office of the US Trustee, 2929 N. Central Avenue, 8th floor,
Room 820, Phoenix, Arizona.  Proof of claims must be received by
the bankruptcy clerk's office by February 7, 2000.

The debtor's attorney is Michael W. Carmel, Ltd., 80 E. Columbus
Ave., Phoenix, Arizona.

KENETECH: Court Denies Former Holders of Preferred Stock
Kenetech Corporation reports that the Court of Chancery of the
State of Delaware entered judgment in favor of Kenetech in an
action brought by former holders of its preferred stock.  In the
action-captioned Quadrangle Offshore (Cayman) LLC and Cerberus
Partners, L.P. v.  Kenetech Corporation, plaintiffs alleged,
among other things,(1) that Kenetech was in liquidation
and had been in liquidation prior to the mandatory conversion of
the preferred stock on May 14, 1998,(2) that the plaintiffs were
entitled to receive a liquidation preference for each share of
preferred stock in any distribution Kenetech might make,
and(3)that Kenetech had acted in bad faith with respect to the
holders of preferred stock.  Vice Chancellor Myron T. Steele
ruled in favor of  Kenetech on all counts and denied the
relief requested by plaintiffs.

Mark Lerdal, resident and CEO of Kenetech stated, "The company is
pleased with the Court's decision. We can now move forward with
this cloud removed."

LOEWEN: Schedules of Assets and Liabilities Presented To Court
The Debtors presented their Schedules of Assets and Liabilities
and Statements of Financial Affairs to the Bankruptcy Court, in
compliance with 11 U.S.C. Sec. 521 and Rule 1007 of the Federal
Rules of Bankruptcy Procedure.  Separate Schedules and Statements
are filed for each legal entity that sought protection under
chapter 11.  

Loewen Group International, Inc., accounting for its equity
interests in its subsidiaries and all intercompany receivables
and payables as of the Petition Date, discloses:

       $6,010,188,599.63 in total assets;
       $3,286,466,106.69 in Secured Claims; and

       $1,667,897,901.16 in Unsecured Claims.

(Loewen Bankruptcy News Issue 13; Bankruptcy Creditor's Service

LOEWEN: Seek Court OK To Hire Zolfo Cooper
The Debtors seek the Court's authority to employ Zolfo Cooper,
LLC, as their special financial advisors and restructuring
accountants in these reorganization proceedings.  The Debtors
presently anticipate that Zolfo Cooper will, among other things:

(a) assist management in developing a long-term Business Plan at
the operating entities level, incorporating the objectives
included in LGII's strategic plan currently being developed by
the Debtors' general financial advisor, Wassertein Perella & Co.;

(b) assist management in developing strategic and tactical plans
for the implementation of the Business Plan, including specific
actions to be taken, assignment of responsibilities and timelines
for accomplishing objectives;

(c) assist management in designing and implementing specific
action plans to streamline operations, reduce overhead and other
operating costs, including conducting an evaluation of the costs
and benefits of such plans;

(d) assist management in forecasting, planning, controlling and
otherwise managing cash flow; and

(e) provide such other services as may be required by the

Zolfo's engagement, the Debtors say, will supplement and not
duplicate the roles of these other advisors because Zolfo Cooper
will focus on financial plan issues, while Wasserstein and KPMG
will address, among other things, capital structure, asset
valuation, merger and acquisition, accounting and auditing
issues. Because of their respective well-defined roles, Zolfo
Cooper, Wasserstein and KPMG will not duplicate services that
they provide to the Debtors. The activities of Zolfo Cooper,
Wasserstein and KPMG will be coordinated carefully to ensure that
services provided to the Debtors by each firm are not

Pursuant to the terms of a September 8, 1999, Engagement Letter,
and subject to the Court's approval, Zolfo Cooper will charge for
its services on an hourly basis in accordance with its ordinary
and customary hourly rates in effect on the date services are
rendered. The general ranges of rates currently charged by Zolfo
Cooper professionals expected to provided services in these cases

Position                                      Hourly Rate
--------                                     -----------
Principals                                     $375-$425
Professional Staff                             $150-$375
Paraprofessional and Support Personnel         $75-$125

The Engagement Letter also provides that, in the event that the
Debtors hire any principal or employee of Zolfo Cooper within one
year after the date of the final invoice rendered by Zolfo Cooper
with respect to its engagement by the Debtors, the Debtors will
pay to Zolfo Cooper a fee equal to 150% of the aggregate first
year's annualized compensation, including any guaranteed or
target bonus, to be paid to Zolfo Cooper's former principal or

In addition to the compensation structure described above, the
Engagement Letter provides that the Debtors will indemnify Zolfo
Cooper under certain circumstances, except that the Debtors will
not indemnify Zolfo Cooper against claims arising from its gross
negligence or willful misconduct. The indemnification provision
applies to the employees, representatives, agents and counsel of
Zolfo Cooper.

LONG JOHN SILVER'S: Stipulation Regarding Insurance Policies
The debtors, Long John Silver's Restaurants, Inc., et al. filed a
stipulation related to insurance policies issued by Kemper
National Insurance Companies.  The parties agree that Kemper
shall have an allowed other secured claim under the plan in the
amount of $1,905,401.

Kemper shall pay $870,379 of the funds to or as directed by the

MARVEL ENTERPRISES: Sells Italian Subsidiary: Panini SpA
Marvel Enterprises, Inc. has completed the sale of its Italian
subsidiary Panini SpA to ID4 Holding SpA, a newly created company  
owned jointly by Fineldo SpA, an Italian conglomerate engaged in
various consumer product and financing businesses and controlled
by  Vittorio Merloni, and the Senior Management of Panini.  In
connection with ID4's purchase of the Panini equity, for which
Marvel received a nominal price, ID4 also purchased all of
Panini's outstanding U.S. bank debt and Marvel was
released from its guarantee of $27 million of that bank debt.  
Marvel made a cash payment of $11.2 million to Panini's  bank
lenders to obtain its release from the $27 million guarantee.  
Marvel also announced that Panini would continue as Marvel's
international publishing licensee under a five-year license
entered into as part of the sale.

Panini is engaged in the children's activity sticker business
under the Panini brand name, the comic and kid's publishing
businesses and the adhesive paper business through its Adespan
Division.  Panini was a subsidiary of Marvel Entertainment Group,
Inc. when that company was acquired by Marvel, then called Toy
Biz, Inc., in October, 1998. Since that time, Panini has been
held by Marvel for disposition and the guarantee of Panini's bank
debt has been carried on Marvel's balance sheet as a $27
million long-term liability.

Peter Cuneo, Marvel's President and CEO, commented that: "The
terms of this sale are very positive for Marvel.  We were able to
dispose of this subsidiary and at the same time enhance
stockholder value by eliminating our $27 million guarantee
liability for only $11.2 million.  We look forward to the
royalties that we will receive from our long-term license
with Panini, under which Marvel's market-leading comics will
continue to be distributed throughout Europe, South America and
Asia. Marvel's characters represent cultural icons to kids and
young adults both here in North America and also throughout the
40 plus countries where our comics and other licensed products
are available."

Vittorio Merloni, President of Fineldo SpA, and Aldo Sallustro,
Chief Executive Officer of Panini, were pleased to announce the
return of Panini to Italian ownership (one of the key companies
in Modena,  Panini's headquarters) and have confirmed that there
are key programs  in development to expand Panini's activities.

Marvel Enterprises, Inc. is one of the world's most prominent
entertainment-based companies, with operations in the licensing
comic book publishing and toy businesses.  Through its ownership
of over 3,500 proprietary characters, the company has published
comic books for over 60 years in the United States and numerous
foreign countries.  The company licenses the right to use its
characters in a wide range of products such as apparel, snack
foods, video games and collectibles as well as for television
series and feature films.

NATIONAL RESTAURANTS: Bar Date for Filing Proofs of Claim
The US bankruptcy Court for the Southern District of New York has
entered an order setting the last date (Bar Date) for filing
proofs of claim on December 15, 1999, 5:00 PM.

NU-KOTE: Hearing on Creditors' Disclosure Statement
The hearing for consideration of the Disclosure statement filed
by the Lenders and the Committees is set for November 9, 1999 at
1:30 PM in Courtroom 2, Customs House, 701 Broadway, Nashville,

PRICHARD ALA: Lists $2.7 Million Liabilities
The city of Prichard, Ala., which recently filed for chapter 9
protection, has listed its liabilities at nearly $2.7 million,
but it is expected that when the full list of debts is compiled,
the city will have $3.5 million in liabilities, according to a
newswire report. The Internal Revenue Service is the largest
creditor, owed $417,000 in Social Security and income tax
withholding. (ABI 20-Oct-99)

READING CHINA: Seeks To Retain Auditors of Plan
The debtors, RCG Liquidation Company (f/k/a Reading China and
Glass Inc.) and its affiliates seek an order authorizing the
retention and employment of Belfint Lyons & Shuman as auditors of
the debtors' plan.

The debtors seek to employ and retain Belfint Lyons & Shuman to
audit the qualified retirement plan to ensure compliance with the
US Department of Labor Rules and Regulations for reporting and
disclosure under ERISA as required to terminate the qualified
retirement plan.

Compensation will not exceed $16,000 plus expenses.

RUSSELL CAVE: Operating Report For Month Ending 9/30/99
Russell Cave Company Inc. f/k/a The J. Peterman Company reports
net income of $448,078 for the month ending September 30, 1999 as
compared to a net loss for the month of August of $2,473,390.

Cash on hand at the end of the month is $4,745,029.

SEMI-TECH: Seeks Time To Assume/Reject Unexpired Leases
The debtors, Graeme Limited, Semi-Tech Corporation, and ISTM
Investments (Barbados) Inc. seeks an order extending the debtors'
time to assume or reject unexpired leases of non-residential real
property by approximately 90 days, through February 8, 2000.

The lease covers the premises leased under the Valecon Lease,
Markham, Ontario, the premises from which the debtors conduct
their operations.  At this point it is unclear to the debtors who
long they will need to utilize this space. Granting the extension
will prevent the disruption of the work of the debtors.

STARTER: Order Authorizes Retention of DJM Asset Management
The US Bankruptcy Court for the District of Delaware entered an
order authorizing the debtors to retain DJM Asset Management LLC
as valuation consultant respecting real property leaseholds for
the debtors.

The debtors are authorized to pay a $7,500 retainer to DJM and
DJM shall be compensated at a flat rate of $750 per leasehold
valuation performed and provided plus expenses.

SUN HEALTHCARE: Seeks Approval of $200 Million DIP Financing Pact
Prior to the Petition Date, Sun and its debtor and non-debtor
affiliates funded their day-to-day working capital needs from (i)
a $1,200,000,000 Senior Credit Facility led by Bank of America,
N.A., dated October 8, 1997 and (ii) a $15,000,000 Amended and
Restated Loan Agreement, dated as of December 8, 1998, with
Heller Healthcare Finance, Inc.  The pre-petition credit
facilities granted the Prepetition Lenders liens on various
property.  As of June 30, 1999, the Debtors admit the outstanding
balance under the Heller Facility totals approximately
$13,500,000, including principal, interest and fees.

The CIT Group/Business Credit, Inc., and Heller agree to provide
the Debtors with up $200,000,000 of new financing in exchange for
replacement liens to adequately protect and secure all
Prepetition Loans and superpriority claim status for all
Postpetition Loans pursuant to 11 U.S.C. Sec. 364.  CIT commits
to lend up to $165,000,000; Heller commits to $35,000,000.

At the Petition Date, the Debtors held approximately $20,000,000
of unencumbered cash.  That amount of money is insufficient to
fund day-to-day working capital needs, Matthew G. Patrick, Sun's
Vice-President and Treasurer, told Judge Walrath at the First Day
Hearing.  The Postpetition Financing, Mr. Patrick explained, will
provide adequate working capital, enable the Debtors' to meet
their postpetition obligations as they become due, and will
provide vendors, governmental agencies and parties-in-
interest with comfort.  The Debtors say their need for access to
the Cash Collateral and the DIP Financing is immediate, to
preserve their businesses and continue operations.  

The DIP Facility, with Judge Walrath's interim approval at the
First Day Hearing, provides Sun, on an interim basis through the
time of a Final Hearing, with access to up to $100,000,000 to be
used to fund shortfalls projected to total $76,800,000 under a
Operationally, the Debtors covenant with the Lenders that their
patient census for any period of four consecutive weeks will not
fall below 87% in the aggregate, except for the period from
December 1 to January 1 of each year, the patient census may drop
to 86%.

Stuart Hirschfield, Esq., of Dewey Ballantine LLP in New York
City serves as counsel to the DIP Lenders.

SUN HEALTHCARE: Trustee Schedules Meeting of Creditors
The United States Trustee for Region III has scheduled an
organizational meeting for the purpose of forming one or more
official committees of the Debtors' creditors.  That meeting will
be held in Wilmington, at the Hotel Dupont located corner of 11th
and Market Streets, at 10:00 a.m. on Friday, October 22, 1999.  
John "Jack" McLaughlin, Esq., is the attorney for the U.S.
Trustee in charge of Sun's chapter 11 cases.  Contact the
Office of the U.S. Trustee at 215-597-4411 for additional

TRANSTEXAS: High River Asks To File Fraudulent Transfer Complaint
High River Limited Partnership, seeks leave to file a fraudulent
transfer complaint on behalf of the estates of TransAmerican
Refining Corporation (TARC) and TransAmerican Energy Corporation
(TEC) against the New Lenders.

High River is a significant holder of TEC's 11-1/2% Senior
Secured Notes due 2002 and 13% Senior Secured Discount Notes due
2002 and is thus a creditor of TEC.  High River states that TEC
was victim of fraudulent transfers by TEC and TARC.  This
transaction transferred substantially all of TARC's assets to
Orion Refining Corporation a subsidiary of TCR Holding. Control
of both TCR Holding and Orion and thus TARC's assets was
transferred to the New Lenders for a bargain price. "As an
integral part of this transaction, TEC fraudulently released its
lien against and security interest in substantially all of TARC's
assets, to the detriment of the TEC Note holders.  This lien had
previously secured an intercompany obligation of TARC to TEC,
which obligation had been collaterally assigned by TEC to secure
its obligations to the TEC Note holders.

TCW, one of the new lenders now has the ability to enter into
financing transactions with Orion on terms highly favorable to
TCW - with implied interest rates of between 45 and 60 % - and
highly detrimental to the interests of TEC and the holders of the
TEC Notes.  The harm to the TEC Note Holders, according to High
River, arises from the fact that their recovery is materially
affected by the value of the Orion common stock, which is
diminished by such outrageous financing terms.  This control also
will enable the New Lenders to engineer a further transaction
which would have the effect of diluting the Orion common stock,
thus diminishing the value of the TCR Voting Preferred stock and
injuring the holders of the TEC notes.

UNIVERSAL SEISMIC: Motion For Substantive Consolidation
Universal Seismic Associates Inc. and Universal Seismic
Acquisition Inc., debtors, seek substantive consolidation.  The
debtors assert that creditors dealt with the entities a s a
single economic unit and did not rely on their separate identity
in extending credit.  The debtors also state that their affairs
are so entangled that consolidation will benefit all creditors.


The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to are encouraged.

Bond pricing, appearing in each Friday edition of the TCR,
is provided by DLS Capital Partners, Dallas, Texas.


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter, co- published by
Bankruptcy Creditors' Service, Inc., Princeton, NJ, and Beard
Group, Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler,
Editors.  Copyright 1999. All rights reserved. ISSN 1520-9474.

This material is copyrighted and any commercial use, resale
or publication in any form (including e-mail forwarding,
electronic re-mailing and photocopying) is strictly prohibited
without prior written permission of the publishers.

Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.  The TCR subscription
rate is $575 for six months delivered via e-mail. Additional
e-mail subscriptions for members of the same firm for the term
of the initial subscription or balance thereof are $25 each.
For subscription information, contact Christopher Beard
at 301/951-6400.  

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