TCR_Public/991028.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 28, 1999, Vol. 3, No. 209
                     
                     Headlines

ACDC INC: Hearing on Approval of Disclosure Statement
ACTION INDUSTRIES: Meeting of Creditors
AMERICAN MOBILE: Singapore Company Owns 8.9% Of Common Stock
ANKER COAL GROUP: Reports Third Quarter Results
BELL GEOSPACE: Seeks Extension to File Financial Schedules

CODON PHARMACEUTICALS: Seeks Extension of Exclusivity
COSTILLA ENERGY: Order Approves Counsel For Committee
COSTILLA ENERGY: Seeks Extension To Assume/Reject Leases
CRIIMI MAE: Seeks Approval of Stipulation and Consent Order
CROWLEY, MILNER: Notice of Confirmation

DEVLIEG-BULLARD: Seeks Extension of Exclusivity
FIRSTPLUS FINANCIAL: Seeks Extension of Exclusivity
GENESIS DIRECT: Files Motion For Order Setting Bar Date
GULF STATES STEEL: Committee Supports Extension of Exclusivity
HARRAH'S JAZZ: New Orleans Casino to Open This Week  

LEVITZ: Apollo's Motion For Classification of Claims
NASHVILLE CABLE: Sprint Announces Purchase of Assets
NEXTWAVE: Nextel Seeks to Publicly Defend Itself
PRATT CASINO: Effective Date of Plan October 13, 1999
PRESLEY COMPANIES: Agrees To Purchase Assets Of Wm. Lyon Homes

RAND ENERGY: Rebel Drilling Objects to Plan
RIVER OAKS FURNITURE: Seeks To Sell Fulton Plant
SHOE CORPROATION: Order Grants Hearing
SIRENA APPAREL: Seeks To Enjoin Prosecution of Shareholder Action
SUN HEALTHCARE: Agreement with Banks and Senior Bondholders

VENCOR: Motion To Sell Tucson Property For $1,663,932
VOICE IT WORLDWIDE: Status Of Plan
WESTSTAR CINEMAS: Seeks To Extend Deadline for Leases
                 
                     *********

ACDC INC: Hearing on Approval of Disclosure Statement
-----------------------------------------------------
There will be a hearing on the approval of the Disclosure
Statement proposed by the debtor, ACDC Inc.  on November 23, 1999
at 10:00 AM before The Honorable J. Vincent Aug, Jr., US
Bankruptcy Judge, US bankruptcy Court 221 East Fourth Street,
Atrium Two, Suite 814, Courtroom #1, Cincinnati, Ohio.


ACTION INDUSTRIES: Meeting of Creditors
---------------------------------------
A meeting of creditors of Action Industries, Inc. is set for
December 3, 1999, 3:30 PM, Office of the US Trustee, 80 Broad
Street, Second Floor, New York, NY.  A chapter 11 bankruptcy case
concerning the debtor corporation, Action Industries Inc. was
filed on April 16, 199.  Attorney for the debtor is Bertrand C.
Sellier, 45 Rockefeller Plaza, New York, NY.


AMERICAN MOBILE: Singapore Company Owns 8.9% Of Common Stock
------------------------------------------------------------
Singapore Telecommunications Limited beneficially owns 4,367,927
shares of common stock of American Mobile Satellite Corporation.  
Holding sole power to vote, or direct the vote of, and sole power
to dispose of, or direct the disposition of these shares,
Singapore Telecommunications holds 8.9% of the outstanding shares
of common stock of American Mobile Satellite Corp.

Additionally Temasek Holdings (Private) Limited beneficially owns
the same shares but has shared voting and dispositive power over
the shares with Singapore Telecommunications Limited.


ANKER COAL GROUP: Reports Third Quarter Results
-----------------------------------------------
Anker Coal Group, Inc. announced its preliminary results of
operations for the three and nine-month periods ended September
30, 1999. Net revenue for the three month period ended September
30, 1999 was $60,070 compared to $78,217 for the same period in
1998.  Net loss resulting from last quarter's operations was
$4,726.  In 1998 the same period saw net losses of $8,144.

In the nine months ended September 30, 1999 net revenues of the
company were $174,293, while in the first nine months of 1998 net
revenues were $226,111.  The net losses experienced in the first
nine months of this year were $16,054 as compared to net losses
in the first nine months of 1998 of $18,039.

Anker Coal Group, Inc. and its subsidiaries produce and sell coal
used principally for electric generation and steel production in
the eastern United States.

BELL GEOSPACE: Seeks Extension to File Financial Schedules
---------------------------------------------------------
The debtor, Bell Geospace, Inc. seeks an order extending time to
filed schedules of assets and liabilities, and statement of
financial affairs.  Since the Petition Date, the debtor and to
downsize its operations, and the accounting department currently
has only two staff members.  Additionally, the CFO has only been
employed with the debtor for two months.  The debtor requests a
thirty day extension of the deadline to November 22, 1999.


CODON PHARMACEUTICALS: Seeks Extension of Exclusivity
-----------------------------------------------------
The debtors, Codon Pharmaceuticals, Inc. and Oncor, Inc. seek a
court order extending the debtors' exclusive period within which
to solicit acceptances to their plan.  The debtors seek a 53-day
extension through and including December 31, 1999.  The debtors
continue to work with the Committee to confirm their plans, and
seek the extension so that they may continue their negotiations
without the threat of a competing plan.


COSTILLA ENERGY: Order Approves Counsel For Committee
-----------------------------------------------------
On October 14,1999, the US bankruptcy Court for the Western
District of Texas, Midland-Odessa Division entered an order
approving employment and retention of Weil, Gotshal & Manges LLP
as counsel for the committee of Unsecured Creditors of Costilla
Energy, Inc.


COSTILLA ENERGY: Seeks Extension To Assume/Reject Leases
--------------------------------------------------------
Costilla Energy, Inc. filed an emergency motion to extend the
time to assume or reject unexpired leases of nonresidential real
property, its two unexpired leases of nonresidential real
property and its Oil and Gas leases, until the concluding of the
plan confirmation hearing in this case.

Costilla states that it has not had sufficient time to evaluate
the benefits and/or detriments associated with each of the
leases.  The leases are being utilized and are necessary to
Costilla's continuing operations and viability.  Additional time
is necessary to allow Costilla and any potential purchaser or
investor to fully evaluate the leases and make prudent decisions
as to the assumption or rejection of the leases.  A hearing will
b e held on November 1, 1999 at 2:00 PM.


CRIIMI MAE: Seeks Approval of Stipulation and Consent Order
-----------------------------------------------------------
The debtor, CRIIMI MAE, Inc., et al filed a motion to approve a
stipulation and consent order providing for adequate protection
to Merrill Lynch Mortgage Capital Inc. has been set for hearing
on November 1, 1999 at 10:30 AM, US Courthouse, Greenbelt,
Maryland.


CROWLEY, MILNER: Notice of Confirmation
---------------------------------------
The Amended Joint Plan of Reorganization filed on August 18, 1999
by Crowley Milner & Company a/k/a Crowley's was confirmed on
October 13, 1999 by the US Bankruptcy Court, Eastern District of
Michigan, Southern Division.


DEVLIEG -BULLARD: Seeks Extension of Exclusivity
------------------------------------------------
DeVlieg-Bullard, Inc., debtor seeks an order extending the
exclusive periods.  A hearing on the motion has been scheduled
for November 4, 1999 at 11:00 AM in the United States Bankruptcy
Court, Northern District of Ohio, Eastern Division.

The debtor seeks to extend until February 13, 2000 the period
during which it has the exclusive right to file a plan of
reorganization and extend until April 12, 2000 the period during
which it has the exclusive right to seek acceptance of its plan.

The debtor's case is the largest case currently pending in the
northern District of Ohio.  The debtor has over $39 million in
assets and over $78 million in liabilities.  It has over 5,000
creditors.  The debtor is also party to a $30 million DIP
financing facility, and has two levels of subordinated debt.  

The debtor has had insufficient time to negotiate a plan. The
debtor first documented its DIP facility with CIT Group/Business
Credit and then realized that a replacement lender was necessary.  
The debtor has had to address employee concerns and creditor
inquiries, and had to complete bankruptcy schedules and reports
which was very difficult due to limited resources.  The debtor
has not yet begun plan negotiations with creditors.  The debtor
has focused on preliminary financial and operational issues, the
resolution of which are a prerequisite t developing a workable
plan of reorganization.


FIRSTPLUS FINANCIAL: Seeks Extension of Exclusivity
---------------------------------------------------
FirstPlus Financial, Inc. files a second motion to extend
exclusivity for securing acceptance of its plan.

The debtor states that this is a large and complex case
involving a significant amount of allegedly secured debt and a
large amount of unsecured claims.  This case has a very active
Creditors' Committee.  Other creditors are actively involved in
the case.  The requested extension will provide the debtor with
additional time to continue negotiations with all creditors. The
debtor hopes to present a consensual plan on December 8, 1999.  
Financial requests that the court extend the exclusive period to
secure acceptance of the plan until March 1, 2000.


GENESIS DIRECT: Files Motion For Order Setting Bar Date
-------------------------------------------------------
The debtors, Genesis Direct, Inc., et al ask that the court fix
December 23, 1999 as the bar date.  The debtors are negotiating
the terms of a contract for the sale of the assets and business
of the Edge Company Catalog, LLC, one of the debtors in these
cases, and expect to file a motion to approve the sale.  Pursuant
to a settlement reached with Traven Corp, the former owner of the
Edge Business, the proceeds from the sale of the Edge must be
held in escrow by the debtors pending confirmation of a plan of
orderly liquidation for the e Edge.  The debtors are also
negotiating a contract of sale of the assets and business of CW
Gifts, LLC and anticipate that a motion to approve this sale will
also be filed in the near future.


GULF STATES STEEL: Committee Supports Extension of Exclusivity
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of gulf States
Steel, Inc. of Alabama supports the motion of the debtor to
extend the exclusivity period to file a plan through February 29,
2000 and to solicit acceptances of a plan through April 30, 2000.


HARRAH'S JAZZ: New Orleans Casino to Open This Week  
----------------------------------------------------
After seven years of haggling with regulations and a chapter 11
filing, Harrah's-Jazz Casino Company's $800 million gambling
palace will open tomorrow in New Orleans, according to a
newswire report. The temporary casino lasted only six months in
1995 before the owner filed for bankruptcy protection. The
100,000-square-foot new palace features nearly 3,000 slot
machines, 120 gaming tables and Mardi Gras decorations.
(ABI 27-Oct-99)


LEVITZ: Apollo's Motion For Classification of Claims
----------------------------------------------------
The Debtors, the Official Committee of Unsecured Creditors, BT
Commercial Corporation and Resurgence Asset Management object to
Apollo's Motion.  Those objections, because they contain
confidential information, are being held by Judge Walrath under
seal.  Logically, the Objectors contend that Apollo's Warrant
does not entitle it to obtain a 14.44% stake in Reorganized
Levitz.  

Bruce Kaplan, Esq., representing Apollo at today's hearing, urged
Judge Walrath to consider its Classification Motion because the
issue will need to be resolved prior to confirmation of a plan of
reorganization in the Debtors' cases -- regardless of the
identity of the plan proponent or the structure of that plan.  

To argue the Motion, Peter Pantaleo, Esq., representing
Resurgence Asset Management, suggested, the Debtors, the
Committee and Resurgence will need to divulge confidential
information.  Since Apollo is not bound by a confidentiality
agreement at this time, argument on Apollo's Motion is
impossible.  

Sally Henry, Esq., representing the Debtors, told Judge Walrath
that the parties are not in a position at this time where they
can discuss plan-related issues in open court.  Of course, Ms.
Henry assured Judge Walrath, the Debtors are delighted to share
information about the status of a plan with the Court in camera.  
If confidential information were disclosed in open Court, Ms.
Henry said, the Debtors fear the consequences to the Company and
their business.  

"The current plan is dead in the water," Dennis Cronin,
representing the Debtors interjected, indicating that the Debtors
are willing to make that tidbit of information public.  That
fact, Mr. Cronin suggested, supports the Debtors' position that
consideration of Apollo's Motion at this point in time is
premature.  

"But Apollo says that the classification issue must be resolved
under any plan," Judge Walrath observed.  

Not really, Mr. Cronin responded.  Apollo's claim -- like any
other claim -- should be dealt with in the claims objection
process rather than the process Apollo brings to the Court by way
of its Motion.  If the claims objection is allowed to work the
way it should, the Debtors would object to Apollo's claim,
discovery would follow (and there is a need for lots of
discovery, Mr. Cronin hinted), and the Court would make a
determination at the appropriate time as to whether Apollo's
claim should be allowed or disallowed.  Consideration of Apollo's
Motion at this juncture is
premature, Mr. Cronin stressed.  

"But if Apollo agrees to be bound by a confidentiality agreement,
then a hearing on Apollo's Motion could go forward, just in a
closed courtroom," Judge Walrath queried?  

The Objectors, Mr. Cronin responded, would be free to talk about
the confidential information that supports their objections.  
However, Mr. Cronin cautioned, that doesn't change the Debtors'
position that consideration of Apollo's Motion is premature at
this time.  

Following a protracted recess, Mr. Cronin reported to Judge
Walrath that Mr. Kaplan attempted to contact Apollo's principals
to secure an acceptable confidentiality agreement.  He couldn't.  
The core parties-in-interest have, however, agreed that an in
camera status conference with the Court concerning the status of
plan-related issues is appropriate at this time and, to the
extent any confidential information is disclosed in the course of
that status conference, Mr. Kaplan will not disclose that
confidential information to Apollo unless and until Apollo is
bound by a confidentiality agreement.  

With that, Judge Walrath directed that her Courtroom be cleared
in order to hold a half-hour status conference concerning plan-
related issues with counsel to the Debtors, the Committee, Apollo
and Resurgence.  (Levitz Bankruptcy News Issue 38; Bankruptcy
Creditor's Service Inc.)


NASHVILLE CABLE: Sprint Announces Purchase of Assets
----------------------------------------------------
Global communications company Sprint announced yesterday that it
has entered into an agreement to purchase certain wireless cable
assets of Nashville Cable Joint Venture in connection with its
pending chapter 11 case, according to a newswire report. The
purchase agreement for the assets will provide Sprint with the
potential to provide wireless broadband access to more than
200,000 households in Nashville, Tenn. Sprint also announced that
it has completed the purchase of Videotron USA Inc. and
Transworld Telecommunications Inc., the operating subsidiaries of
WBS America LLC and Wireless Cable of Florida Inc. (ABI 27-Oct-
99)


NEXTWAVE: Nextel Seeks to Publicly Defend Itself
------------------------------------------------
Accusing NextWave Personal Communications Inc.'s chairman and
chief executive officer of deliberately disseminating false and
misleading information, Nextel Communications Inc. is seeking to
vacate the restraining order which prohibits it from defending
itself. While it intends to address the conduct of NextWave and
its chairman Allan Salmasi through several avenues of
relief, Nextel said in an Oct. 18 motion that the damages it has
sustained and continues to sustain can only be mitigated by
immediately freeing it to speak publicly about its discussions
with NextWave's creditors and its intentions regarding an
alternative plan of reorganization.  (The Daily Bankruptcy Review
and ABI October 27, 1999)


PRATT CASINO: Effective Date of Plan October 13, 1999
-----------------------------------------------------
Pratt Casino Corporation filed a notice that conditions to
effectiveness of the debtors' second amended joint plan of
reorganization have been satisfied an that the Effective Date has
occurred as of October 13, 1999.  On October 14, 1999, the
Reorganized PCC paid $40,329,375 to the Disbursing Agent who
distributed it to the PRT Noteholders.


PRESLEY COMPANIES: Agrees To Purchase Assets Of Wm. Lyon Homes
--------------------------------------------------------------
The Presley Companies, after unanimous approval by a special
committee comprised of independent members of its Board of
Directors, has entered into a Purchase Agreement with William
Lyon Homes, Inc., William Lyon and his son, William H. Lyon.
Presley Homes, a wholly owned subsidiary of Presley, has agreed
to purchase substantially all of the assets of William
Lyon Homes for a cash purchase price of $48 million (subject to
certain adjustments set forth in the Purchase Agreement) and the
assumption of substantially all of the liabilities of William
Lyon Homes. The Lyons have agreed to commence a tender offer to
purchase up to 10,678,792 shares of Presley's outstanding Series
A common stock.

The closing of the purchase of the assets of William Lyon Homes
is subject to various conditions, including the following: the
accuracy of representations and warranties and performance of
covenants by the parties; receipt of regulatory approvals and
third party consents; the absence of litigation or material
adverse changes; satisfaction of the conditions to the tender
offer by William Lyon and his son; approval by Presley's
stockholders of the previously announced proposal to merge
Presley with and into a wholly-owned subsidiary for the purpose
of helping to preserve Presley's tax benefits associated with its
net operating loss carryforwards by implementing certain
restrictions on the transfer of its common stock; each of the
stock purchase agreements between William Lyon Homes and three
holders of Presley's Series B common stock remaining in full
force and effect; cancellation by William Lyon of all of his
outstanding options to purchase 750,000 shares of Presley's
Series A common stock; the release of William Lyon Homes from the
contracts and obligations assumed by Presley; and determinations
that the purchases of shares under the tender offer and the
Series B purchase agreements will not result in an ownership
change of Presley for federal tax purposes.

The tender offer is expected to be completed by November 8, 1999.
The tender offer is subject to the closing of the purchase by
Presley of substantially all of the assets of William Lyon Homes;
a minimum condition that there shall be validly tendered and not
withdrawn 1,989,180 shares; the approval by Presley's
stockholders of the merger of Presley with and into its wholly
owned subsidiary; and other customary conditions.

The special committee approved the Purchase Agreement and the
transactions contemplated after receiving an opinion from Warburg
Dillon Read LLC that, after giving effect to the asset
acquisition, tender offer, the merger and the Series B Stock
Purchase Agreements, the shares of common stock to be issued in
the merger to Presley's stockholders and/or, to the extent that
any holders of Series A common stock (other than the Lyons and
the Series B stockholders which have entered into Series B Stock
Purchase Agreements) tenders shares, the cash that may be
received by each such tendering holder, subject to the proration
provisions of the tender offer, is fair to the holders of the
Series A common stock (other than the Lyons and those holders of
Series B common stock) from a financial point of view. The
special committee's approval was also made after receiving an
opinion from Houlihan Lokey Howard & Zukin Financial Advisors,
Inc. as to the fairness of the consideration to be paid by the
company and Presley Homes in connection with Presley Homes'
purchase of assets from William Lyon Homes. The closing of the
purchase of assets under the Purchase Agreement is also
conditioned upon the receipt of an opinion from Houlihan Lokey as
to the solvency of Presley after consummation of the transactions
contemplated in the Purchase Agreement.

On July 6, 1999, William Lyon Homes and three holders of
Presley's Series B common stock executed stock purchase and sale
agreements. Under these agreements, the Series B stockholders
have agreed to sell shares of Presley's Series B common stock to
William Lyon Homes such that each holder will own less than 5% of
the aggregate number of shares of Presley's common stock
outstanding. If the proposed tender offer to the holders of
Presley's Series A common stock is undersubscribed, the holders
of Series B common stock are obligated to sell an additional
number of shares pro rata at $0.655 per share in order to enable
William Lyon Homes and the Lyons to own up to 49.9% of the
outstanding shares of Presley's common stock after consummation
of the tender offer. Neither Presley nor Presley Homes is a party
to the Series B stock purchase agreements.

Presley is not soliciting proxies with respect to the merger at
this time and the offering of the new shares in connection with
the merger will be made under the federal securities laws only
pursuant to a registration statement declared effective by the
Securities and Exchange Commission.

William Lyon Homes is a California-based homebuilder and real
estate developer with 15 sales locations in Northern and Southern
California. William Lyon is the current Chairman of the Board of
Presley.

The Presley Companies is one of the oldest and largest
homebuilders in the Southwest with development communities in
California, Arizona, New Mexico and Nevada. Founded in 1956, The
Presley Companies has built and sold more than 48,000 homes and
currently has 38 sales locations. Presley's corporate
headquarters are located in Newport Beach, California.

                           
RAND ENERGY: Rebel Drilling Objects to Plan
------------------------------------------
Rebel Drilling LLP objects to the confirmation of the Plan of
Reorganization of Rand Energy Company stating simply that the
plan is not feasible.


RIVER OAKS FURNITURE: Seeks To Sell Fulton Plant
------------------------------------------------
The debtor, River Oaks Furniture, Inc seeks court approval to
sell a manufacturing facility and real property located in
Fulton, Mississippi known as the Fulton Plant.

There is an offer from J&J Properties to purchase said property
for $1,050,000.  The minimum opening bid for the transfer is
$1,100,000 and incremental bids shall be in $10,000 increments.  


SHOE CORPROATION: Order Grants Hearing
--------------------------------------
On October 25, 1999, Judge Charles M. Caldwell, US Bankruptcy
Court for the Southern District of Ohio, Eastern Division entered
an order approving an expedited hearing for authorization to hire
an investment banker.  The hearing will be held on October 28,
1999 at 2:00 PM.


SIRENA APPAREL: Seeks To Enjoin Prosecution of Shareholder Action
-----------------------------------------------------------------
The debtor, The Sirena Apparel Group, Inc. seeks a court
injunction of a certain shareholder adversary proceeding through
and including June 30, 2000.

The Debtor asserts that the continued prosecution of the
Shareholder Action will detrimentally affect the debtor's
property interest in its D&O Insurance policy, a valuable asset
of the bankruptcy estate.  Furthermore, continued prosecution
will place an undue burden on the debtor and will have a negative
effect on the debtor's ability to reorganize b diverting
personnel and management resources from such efforts, and would b
be prejudicial to unsecured creditors and the bankruptcy estate.


SUN HEALTHCARE: Agreement with Banks and Senior Bondholders
-----------------------------------------------------------
Sun Healthcare Group, Inc. (OTC Bulletin Board: SHGE) announced
today that it has reached an agreement in principal with
representatives of its bank lenders and holders of approximately
two-thirds of its outstanding senior subordinated bonds on the
terms of an overall restructuring of Sun's capital structure.  
The bank and senior bond debt represents more than $1.3 billion
of Sun's capital structure.

Implementation of the agreement in principal is subject to
appropriate documentation, including a chapter 11 plan of
reorganization, and approval by the bankruptcy court, among other
things.  If approved, the agreement in principal would provide
Sun's bank lenders with cash, new senior long-term debt, new
preferred stock and new common stock.  Sun's senior
subordinated bondholders would receive new common stock.  It
would also provide new long-term debt, new preferred stock and
new common stock to general unsecured creditors, and reinstate a
significant portion of Sun's secured debt. The agreement in
principal provides no recoveries for the holders of Sun's
outstanding convertible subordinated debt, convertible trust
issued preferred securities, or common stock.

The terms of the agreement in principal will be disclosed shortly
by the company in a filing with the Securities and Exchange
Commission. Headquartered in Albuquerque, N.M., Sun Healthcare
Group, Inc. is a diversified international long-term care
provider.  Sun companies operate long-term and postacute care
facilities in the United States, the United Kingdom, Spain,
Germany and Australia.  Sun subsidiaries provide therapy and
pharmacy services, fulfill the medical supply needs of nursing
homes, and offer a comprehensive array of ancillary services for
the healthcare industry.


VENCOR: Motion To Sell Tucson Property For $1,663,932
-----------------------------------------------------
The Debtors acquired a 6.72 acre parcel of land located on River
Road in Tucson, Arizona, in 1997 for $1,816,000 with the
intention of constructing an acute care facility.  The financial
projections didn't justify continued construction after Medicare
reimbursement rules changed.  Accordingly, the Debtors abandoned
their plan and put the property up for sale.  

PacificBridge Investments, Ltd., offers to purchase the Property
for $1,664,932 in cash under the terms of an Offer to Purchase
dated May 5, 1999.  The Debtors are convinced that this is the
highest and best offer for the Property.  

Accordingly, pursuant to 11 U.S.C. Sec. 365(a), the Debtors ask
Judge Walrath for permission to assume the Offer to Purchase and,
pursuant to 11 U.S.C. Sec. 363(b)(1), for permission to sell the
property to PacificBridge.  Additionally, the Debtors ask for
authority to pay a 6% commission to their broker, Grubb and Ellis
Commercial Real Estate Services, Inc.


VOICE IT WORLDWIDE: Status Of Plan
----------------------------------
The debtor, Voice It Worldwide, Inc. proposed an entirely new
plan of reorganization.  This new plan is in light of the
debtor's recent discussions with the Creditors Committee and the
US trustee's pending motion for conversion to Chapter 7.

The debtor seeks to combine the hearings on adequacy of the
Disclosure Statement and plan confirmation. The new plan provides
for a greater pay out to unsecured creditors than the debtor
believes those creditors would receive in a Chapter 7
liquidation.  The plan requests confirmation, with respect to
unsecured creditors, as a cramdown.  The plan must also be
crammed down on the class of equity interest holders who will be
deemed to reject the plan.  The plan provides for the
recapitalization of the debtor with new equity contributions.  
The debtor's plan is estimated to pay out at least $.41 on the
dollar for unsecured debt.


WESTSTAR CINEMAS: Seeks To Extend Deadline for Leases
-----------------------------------------------------
The debtors, Weststar Cinemas, Inc. and its debtor affiliates
seek an extension of the deadline to assume or reject unexpired
nonresidential real property leases.

Currently the debtors operate 54 theaters in California and
Denver.  These leases together with headquarters facilities and
warehouse facilities are indispensable to the continued operation
of the debtor' business.  Among other things, the debtors are
negotiating with potential purchasers.  Because of the variety of
purchasers, and their varying needs, and the fact that the
debtors have been focused on the stabilization of their business
and the negotiation of financing, they have not conducted an in-
depth analysis of the leases to determine which have value and
which could be burdensome.  The debtors seek an extension of four
months, to and including March 17, 2000.
  
                     *********

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
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Group, Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler,
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