TCR_Public/991210.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
       
      Friday, December 10, 1999, Vol. 3, No. 239
                     
                     Headlines

ACCESSAIR: Flies Charters Again
AMERICAN BANKNOTE: Files Pre-Negotiated Financial Restructuring
BAPTIST FOUNDATION: Order Authorizes Employ of Ernst & Young
BOBBY ALLISON WIRELESS: Stock Ownership Reported
BREED TECHNOLOGIES: Given Extension Until December 15

COLORADO CASINO: Hearing On Adequacy of Disclosure Statement
CONTINENTAL INVESTMENT: Consents to Bankruptcy Relief
ELECTRO CATHETER: Late To File Financial Information
FLORIDA COAST: Notice of Hearing To Consider Confirmation of Plan
FOAMEX INTERNATIONAL: Reports Stock Ownership

HARNISCHFEGER: Sales Heavy For Stock
HECHINGER INVESTMENT: Auction Results
ICO GLOBAL: Court Approves Initial Stages of Plan
IMAGICA ENTERTAINMENT: Third Quarter Results
IRIDIUM: Expects Growth Market in Uganda

JUMBOSPORTS, INC: Seeks To Assume and Assign Leases
JUMBOSPORTS: Motions To Sell Real Property
LEARNINGSMITH: To Close All of Its Stores
LE PELICAN: Owner of Replica of Warship Faces Bankruptcy
MONTGOMERY WARD: Sammy Sosa Signs Five-Year Endorsement Deal

PLUMA INC: Order Grants Motion To Sell Sewing Facility
PREMIER SALONS: Seeks Extension To Assume/Reject Leases
RRRP ROBBINS INC: Case Summary & 20 Largest Unsecured Creditors
SERVICE MERCHANDISE: NYSE Suspends Trading of Securities
SMOKY RIVER COAL: Opportunity To Acquire Smoky River Coal

SOURCE MEDIA: Conveys Certain Assets
SUN HEALTHCARE: Plan Calls For Bonuses To Executives
TED PARKER: Last Date For Filing Proofs of Claim
TV FILME: Reaches Agreement In Principle With Committee
UNITEL VIDEO: Intends To File Unaudited Operating Reports

VERTEX COMPUTER: Reports Delay in Filing Financial Statement
WESTSTAR CINEMAS: Seeks Court Approval of $90M Sale of Assets

BOND PRICING FOR WEEK OF DECEMBER 6

                     *********

ACCESSAIR: Flies Charters Again
-------------------------------
Des Moines, Iowa-based AccessAir is back in the air, but with
charter flights only, for the time being, according to ABC News.
The company filed for bankruptcy protection late last month
and is seeking new financing. The airline is using one plane to
fly the Carolina Hurricanes to National Hockey League games, and
it may use other planes for charter to fly college football
fans to bowl games. The charters are providing some income, but
airline officials say they still need more financing to resume
commercial service. (ABI 09-DEC-99)


AMERICAN BANKNOTE: Files Pre-Negotiated Financial Restructuring
---------------------------------------------------------------
American Banknote Corporation announced that, consistent with the
previously announced agreement in principle with the Informal
Committee of the 11-1/4% Senior Subordinated Noteholders, it has
filed in the United States Bankruptcy Court for the Southern
District of New York a petition and plan of reorganization under
Chapter 11 so as to implement the consensual prearranged
financial restructuring whereby, among other things, holders of
the Corporation's 11-1/4% Senior Subordinated Notes will convert
that debt into shares of new common stock.

The restructuring will result in the substantial deleveraging of
the Company by cancelling, in its entirety, the existing $95
million (plus accrued interest) of 11-1/4% Senior Subordinated
Notes in exchange for approximately 10.6 million shares of new
common stock and by cancelling, in its entirety, the existing
Convertible Subordinated Notes in exchange for approximately
221,000 shares of new common stock. The 10-3/8% Senior Secured
Notes will be amended to allow the Company to make the next two
interest payments due in December,1999 and June, 2000 with
additional notes in lieu of cash. In addition, the restructuring
contemplates that existing shareholders will receive
approximately 900,000 shares of new common stock (subject to
certain possible adjustments) and 5 year warrants to purchase
approximately 600,000 shares of new common stock in exchange for
existing common stock outstanding.

Under the proposed plan of reorganization, (I) obligations on the
Company's 11-5/8% Senior Unsecured Notes will be paid as they
become due (with past due interest paid on completion of the
restructuring); and (ii) trade obligations and ordinary course
payables will also be paid as they come due in accordance with
customary terms. The restructuring does not affect any of the
Company's domestic and foreign subsidiaries nor any of their
respective creditors or employees.

"The debt restructuring has moved expeditiously with cooperation
from all concerned. American Banknote will emerge from this
process with a much improved capital structure and financial
flexibility to grow and expand its core businesses. We are very
grateful for the support we are receiving during this challenging
time", said Morris Weissman, Chairman & CEO.

Implementation of the restructuring is subject to consummation of
the Chapter 11 plan, which requires, among other things, Court
approval, and no assurances of such approval can be given. This
press release is not an offer with respect to any securities or
solicitation of acceptances of a Chapter 11 plan. Such an
offer or solicitation will be made in compliance with all
applicable laws.

American Banknote Corporation is a leading global full-service
provider of secure transaction solutions in carefully selected
markets along three major product groups: Transaction Cards &
Systems, Printing Services and Document Management, and Security
Printing Solutions. A combined strategy of operating along
product lines and constant expansion of its electronic
transaction activities worldwide reflects the rapidly changing
field of commerce.


BAPTIST FOUNDATION: Order Authorizes Employ of Ernst & Young
------------------------------------------------------------
By order entered on November 15, 1999, the US Bankruptcy Court
for the District of Arizona granted the motion of the debtors,
Baptist Foundation of Arizona, Inc. to employ and retain Ernst &
Young LLP as special advisors for the companies. This order will
be final when an official Creditor's Committee has been
appointed, receives notice and has an opportunity to object.


BOBBY ALLISON WIRELESS: Stock Ownership Reported
------------------------------------------------
James S. Holbrook, Jr. beneficially owns 49,578 shares of common
stock with sole voting and dispositive powers, and 339,976 shares
of common stock with shared voting and dispositive powers in
Bobby Allison Wireless Corporation.  This represents 38% of the
outstanding shares of common stock of the company.

Sterne, Agee & Leach Group, Inc., Sterne, Agee & Leach, Inc. and
The Trust Company of Sterne, Agee & Leach, Inc. each share voting
and dispositive power on 290,398 shares of the company's common
stock.  Sterne, Agee & Leach Group, Inc. also beneficially owns
105,820 shares, exercising sole voting and dispositive powers,
while Sterne, Agee & Leach, Inc. exercises sole power over 35,000
shares.  Additionally The Trust Company of Sterne, Agee & Leach,
Inc. beneficially owns, and exercises sole voting and
dispositive power over 100,000 shares.  In each case the entities
hold 32.8% of the outstanding common stock of Bobby Allison
Wireless Corporation.

Holbrook is the President and CEO of Sterne, Agee & Leach Group,
the Chairman of the Board of Directors, President and Chief
Executive Officer of Sterne, Agee & Leach, Inc. and the Chairman
of the Board of Directors of the Trust Company. Holbrook is also
a director of Bobby Allison Wireless.

The principal business of Sterne, Agee & Leach Group is that of a
holding corporation. Sterne, Agee & Leach Inc. and the Trust
Company are wholly-owned subsidiaries of Sterne, Agee & Leach
Group. The principal business of Sterne, Agee & Leach, Inc. is
that of a registered broker-dealer registered under the
Securities Exchange Act of 1934, as amended. The principal
business of the Trust Company is the provision of trust services
including fiduciary powers chartered under the banking laws
of the State of Alabama.

Holbrook, Sterne, Agee & Leach Group, Sterne, Agee & Leach Inc.
and each applicable officer and director intend to hold the
securities for investment purposes.


BREED TECHNOLOGIES: Given Extension Until December 15
-----------------------------------------------------
Breed Technologies Inc. has been given an extension until Dec. 15
to submit a business plan to its lenders on the future
projections for the company, which filed Chapter 11 on Sept. 20.
Robin Kovaleski, vice president of investor relations and
corporate communications, said a full restructuring plan will
then be submitted to the bankruptcy court on Feb. 15. She said
the company continues to explore two paths -- restructuring or
selling the company. The board of directors met this week to
review bids from companies interested in purchasing all or part
of Breed. Final bids will be submitted to the court in January.
Kovaleski said accountants with Ernst & Young also are conducting
the company's annual audit. Once finished, Breed will be able to
issue its annual financial report.


COLORADO CASINO: Hearing On Adequacy of Disclosure Statement
------------------------------------------------------------
A Disclosure Statement was filed by Colorado Casino Resorts, Inc.  
A hearing will be held on the adequacy of such Disclosure
Statement on January 12, 2000, at 10:00 AM, in Bankruptcy
Courtroom C, US Custom House, 721 19th street, Denver, Colorado.


CONTINENTAL INVESTMENT: Consents to Bankruptcy Relief
-----------------------------------------------------
Continental Investment Corporation (Pink Sheets: CICG) today
consented to relief pursuant to Chapter 11 of the Bankruptcy Code
in the United States Bankruptcy Court for the Northern District
of Texas-Dallas Division.

On January 13, 1999, a group of alleged creditors filed an
involuntary Chapter 11 bankruptcy petition against the Company in
the United States Bankruptcy Court for the Northern District of
Georgia-Atlanta Division.  On March 19, 1999 an Order was entered
to transfer the case from the United States Bankruptcy Court for
the Northern District of Georgia-Atlanta Division to the United
States Bankruptcy Court for the Northern District of Texas-Dallas
Division.

In the Order for Relief, the Company disputed that the
petitioning creditors are valid creditors of the Company and/or
have valid claims in this case, and that the Company had reserved
all rights to dispute their claims as part of the proceedings.


ELECTRO CATHETER: Late To File Financial Information
----------------------------------------------------
Having declared Chapter 11 bankruptcy in May 1999, Electro
Catheter Corporation will be late in filing financial information
with the SEC.  The company will not be able to complete the
information needed in a timely fashion due to manpower
constraints and the need to complete an audit.  The due date for
filing of the information had been November 29, 1999.


FLORIDA COAST: Notice of Hearing To Consider Confirmation of Plan
-----------------------------------------------------------------
By order dated December 1, 1999, the US Bankruptcy Court for the
District of Delaware approved the Disclosure Statement for the
joint Chapter 11 plan of Florida Coast Paper Holding Company, LLC
and its affiliated debtors.

On January 5, 2000 at 2:00 PM a hearing will commence before the
Honorable Peter J. Walsh, US Bankruptcy Court for the District of
Delaware to consider confirmation of the amended joint Chapter 11
plan of Florida Coast Paper Holding Co., LLC and affiliates and
the Ad Hoc Committee of Holders of 12 3/4% First Mortgage Notes
Due 2003.


FOAMEX INTERNATIONAL: Reports Stock Ownership
---------------------------------------------
Foamex International Inc. reports that Rus, Inc. is the
beneficial owner of 2,684,903 shares of the common stock of the
company.  This amount represents 10.7% of the outstanding shares
of common stock of Foamex.  Rus holds the sole power to vote, or
direct the voting of, and sole power to dispose of, or direct the
disposition of, all 2,684,903 shares.


HARNISCHFEGER: Sales Heavy For Stock
------------------------------------
The Milwaukee Journal Sentinel reports on December 7, 1999, that
the heavy sell-off of Harnischfeger Industries Inc. stock
continued Monday after the New York Stock Exchange announced
Friday that it would take the company off its listing after
trading Wednesday.

Harnischfeger stock lost 58.82% of its value Monday, falling 62.5
cents a share to close at 43.75 cents.  Volume was more than 4.2
million shares, up from Friday's 1.2 million shares, which was
the most that had been traded since mid-July.

The St. Francis-based maker of mining and papermaking machinery
filed for Chapter 11 bankruptcy protection in early June and is
trying to sell its Beloit Corp. unit.

Its stock has traded in the $1 range since midsummer after
closing last year at nearly $11 a share. The stock has fallen
from $49 a share three years ago.


HECHINGER INVESTMENT: Auction Results
-------------------------------------
The debtors, Hechinger Investment Company of Delaware, Inc., et
al., announce that Hechinger Enterprises was the winning bidder
for properties located at 2051 Chain Bridge Road, Vienna, VA;
7770 Richmond Highway, Alexandria, Virginia; and 3415 Simpson
Ferry Road, Camp Hill PA.


ICO GLOBAL: Court Approves Initial Stages of Plan
-------------------------------------------------
TELECOMWORLDWIRE reports on December 7, 1999 that a
US bankruptcy court has approved the initial stages of a plan
that aims to provide ICO Global Communications, which filed for
Chapter 11 protection in August, with the funding it needs to
exit from bankruptcy.

Under the plan, a group of investors will provide USD500m in
financing by the end of January 2000 while an additional USD700m
is expected to be invested in the company by the end of 2Q'2000.
With the investment, it is hoped that ICO will be able to launch
its planned global mobile satellite services in 2Q'2001.


IMAGICA ENTERTAINMENT: Third Quarter Results
--------------------------------------------
Imagica Entertainment Inc. continued to experience difficulties
in the third quarter in returning to profitability.  The company
indicates this has been due to its being unable to achieve a
production level that will insure profitability.  As a result the
company has continued to turn down business because of production
constraints.

To overcome this problem Imagica has entered into a 15 year lease
on a 55,000 sq. ft. production facility that will allow it to
more than double its production capacity.  To achieve that
increased volume this space allows the company to currently enter
into a lease for three additional print production lines and high
speed materials preparation equipment and new material handling
equipment.  Management expects these changes will position the
company to be profitable starting in fiscal 2000.

In its recent report, for the nine months ended February 28,
1999, Imagica cited revenues of $2,350,469 and net losses of
$1,096,775.  In the same nine month period of 1998 Imagica's
revenues were $1,989,786 and net losses were $125,185.


IRIDIUM: Expects Growth Market in Uganda
----------------------------------------
WIRELESS TODAY reports on December 8, 1999 that mobile-satellite
provider Iridium's [IRIDF] African operation this week launched
service in Uganda, where thriving agricultural and tourism
industries are expected to drive the country's growth from one
of the continent's poorest economies. Iridium Africa is providing
service through Mobile Telephone Network Uganda.   The company,
which distributes Iridium services in 54 African countries and in
Cyprus and Turkey, expects high demand in Uganda's agricultural
and tourism sectors.  Handsets to be used with Iridium's network
will sell for $1,225 and pagers for $335. Uganda's 21 million
POPs are served by just 81,000 wireline connections.  Mobile
Telephone has 12,000 subscribers, but wireless service is impeded
by limited cellular build-out and wireline infrastructure.
Telecom infrastructure is concentrated in highly populated areas
where returns on investments are greatest.  That concentration
includes 80 percent of the country's digital phone lines in its
capital, Kampala.  Thus, large parts of Uganda are without
telecom services.  The Iridium system allows its handsets to
communicate with a constellation of 66 LEO satellites at a polar
orbit of 780 kilometers.  The parent company filed for Chapter 11
bankruptcy protection after subscriber revenues fell far short of
expectations.

Telecommunications entrepreneur Craig McCaw is talking to Iridium
officials about investing in the company as part of his strategy
to enter the satellite communications market earlier than 2004
with his planned broadband Teledesic system.  McCaw also has
agreed to provide up to 62 percent of the $1.2 billion in equity
funding that he and Indian media entrepreneur Subhash Chandra
will invest to pull mobile-satellite provider ICO Global
Communications [ICOFQ] out of bankruptcy.


JUMBOSPORTS, INC: Seeks To Assume and Assign Leases
---------------------------------------------------
The debtors, JumboSports Inc., and its affiliates seek authority
to assume and assign unexpired non-residential real property
leases for its Raleigh, North Carolina and Brandon, Florida
locations to the Sports Authority.

Pursuant to the offer received from The Sports Authority, the
debtor will receive $2.5 million in cash for its assumption and
assignment of the Raleigh Lease and the Brandon Lease to The
Sports Authority.


JUMBOSPORTS: Motions To Sell Real Property
------------------------------------------
By separate motions, the debtors, JumboSports Inc., and its
affiliates seek court authority to sell real property located in
Wichita, Kansas, Stockton, California and Louisville Kentucky.

6959 East 21st Street North, Wichita Kansas: The purchaser is TMD
Southglen, LLC.  The total purchase price for the property is
$3.3 million.  Any competing bidder must start at $3.31 million
and all subsequent higher bids must be in incremental increases
of at least $10,000.  The debtor is currently conducting a going-
out-of-business sale at its store located on the real property.  
The sale will be completed on or before January 15, 2000.

6221 West Lane, Stockton, California - The debtor closed its
sporting goods store located on the real property in 1998.  The
purchaser is Michael E. Brown.  The total purchase price for the
real property including building and improvements is $2.75
million.  Any competing bid must be in the amount of $2.76million
and all subsequent higher bids must be in incremental increases
of at least $10,000.

100 Urton Lane, Middletown, Kentucky.  The debtor anticipates
that the going-out-of-business sale will be completed on or
before January 15, 2000. The debtor anticipates that the going
out-of-business sale will be completed on or before January 15,
2000. E&H Integrated Systems, Inc. is the proposed purchaser of
the property.  The total purchase price is $3.69 million. Any
competing bid must start at $3.7 million and all subsequent
higher bids must be in incremental increases of at least $10,000.

A hearing to consider all three motions will be held on December
23, 1999 at 1:30 PM before the Honorable C. Timothy Corcoran,
III, Sam M. Gibbons Courthouse, 801 North Florida Avenue, Tampa,
Florida 33602.


LEARNINGSMITH: To Close All of Its Stores
-----------------------------------------
Educational toy retailer Learningsmith Inc. plans to shutter its
87 stores, including the one in MacArthur Center.

The Burlington, Mass.-based company, which sells games and toys
with an educational emphasis, told managers Thursday that it
would liquidate all of its stores, according to employees at
several stores around the nation.

The sales to kick off the liquidation have begun, but employees
said they have not been given a closing date.

Company officials contacted Monday would not comment.

The beleaguered retailer was launched in 1991 by Boston
entrepreneur Marshall Smith in conjunction with the WGBH
Educational Foundation. WGBH, Boston's public television
affiliate, reportedly still owns a minority stake.
Smith had founded the Videosmith and now-defunct Paperback
Booksmith chains.

A year later, Boston venture capital firm Halpern, Denny & Co.
took a majority stake in the company, fueling it with cash for
rapid expansion.

Last year, the company got a $30 million line of credit from
Paragon Capital Corp., a Needham, Mass.-based lender, and the
company announced plans to double the size of its then 67-store
chain.

The Boston Herald, citing unnamed sources, reported Saturday that
the company was expected to file for Chapter 11 bankruptcy
protection. Still, store managers interviewed Monday said the
news had caught them off-guard.

"I really don't know why we're closing - the news surprised me
immensely," said Michael Flores, sales supervisor for a store in
Washington, D.C.

Ed Ladd, general manager for MacArthur Center, said that the
company had not officially notified the mall of any plans to
close the store there, which is about 3,700 square feet.

Learningsmith is the second merchant at MacArthur Center to close
because of companywide problems. Last month, Just For Feet Inc.,
a troubled athletic footwear retailer, closed its Athletic Attic
store there shortly before filing for Chapter 11 bankruptcy.


LE PELICAN: Owner of Replica of Warship Faces Bankruptcy
--------------------------------------------------------
The captain of Le Pelican, a replica of the warship used by the
French explorer Sieur d'Iberville, says that his ship needs to
find a port soon that will draw tourists or he will be forced
into bankruptcy, ABC News reported. The warship has sailed the
waters around New Orleans for more than four years and is being
restored. The owner said he may sail on to Florida, but
Louisiana officials are interested in keeping the ship local
because of its ties to the former territory. (ABI 09-Dec-99)


MONTGOMERY WARD: Sammy Sosa Signs Five-Year Endorsement Deal
------------------------------------------------------------
Sammy Sosa, baseball's record-breaking home run slugger, has
signed a five-year endorsement deal with Chicago-based retailer,
Montgomery Ward.

"Sammy Sosa's appeal to a wide audience and the excitement he
generates make him the perfect representative for the new Wards'
and our exciting new direction," said Roger Goddu, chairman and
chief executive officer of Wards. "Sammy is an example of the
great things that happen when you combine talent, hard work and a
tremendous attitude, and we're thrilled to add him to the Wards'
team."

Sosa's five-year deal will include broadcast television and radio
commercials, print advertising, public appearances, merchandise
and autograph sessions. Terms of the exclusive agreement were not
disclosed.

"I know this is a great time in Wards history, and I'm proud to
become part of their team," said Sosa. "I look forward to working
with them over the next five years and participating in the
rollout of their new prototype stores."

The new Wards prototype stores will feature a circular racetrack
design which creates a comfortable, aesthetically pleasing
shopping environment with clear sight-lines, bright signage and a
user-friendly layout that promotes cross-shopping.

"Wards is creating a store for the next millennium by providing
today's time-crunched shoppers with an experience that is both
enjoyable and efficient," said Goddu. "We encourage shoppers to
visit a nearby Wards. We're proud of the progress we have made,
particularly in our merchandise assortment and customer service."


PLUMA INC: Order Grants Motion To Sell Sewing Facility
------------------------------------------------------
The debtor, Pluma, Inc. is authorized to sell its real estate
located in Chatham, Virginia consisting of 16.32 acres of real
estate upon which is situated a building and improvement.  The
Employment of Michael Fox International, Inc. is also authorized.  
February 1, 2000 at 9:30 AM at the US Bankruptcy Court, 101 South
Edgeworth Street, Greensboro, North Carolina is set as the date,
time and place for a hearing to consider the confirmation of the
sale.


PREMIER SALONS: Seeks Extension To Assume/Reject Leases
-------------------------------------------------------
Premier Salons International, Inc., debtor, seeks to extend the
period to assume or reject unexpired leases of nonresidential
real property.  Premier Salons is a party to approximately four
unexpired leases of nonresidential real property. The aggregate
amount of rent owed by Premier Salons per year is approximately
$2,022,530.

The unexpired leases are valuable assets of the estates and are
integral to the continued operation of their business.  The
debtors state that an extension of time is appropriate in order
to allow Premier Salons to review the unexpired leases in the
context of developing a comprehensive business plan and
ultimately a plan of reorganization.  Premier Salons has not had
an adequate opportunity to completely review each of the
unexpired leases and determine the economics of each such lease,
whether it is burdensome to the estate and how it will fit in
with the debtor's ongoing business operations. Premier Salons
proposes that the deadline for assuming or rejecting the
unexpired leases be extended to and including the Confirmation
Date.


RRRP ROBBINS INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor:
RRRP Robbins Inc. aka
Foster Wheeler Robbins Inc.

Robbins Resource Recovery Partners, LP
RRRP Illinois, Inc.

Perryville Corporate Park
Clinton, New Jersey 08809-4000

Court: US Bankruptcy Court for the District of Delaware
Case: 99-4271
Chapter: 11
Filed: December 1, 1999

Debtor's Attorney:
Scott D. Cousins, Esq.
Greenberg Traurig PA
1201 Orange Street, Suite 7808
Wilmington, Delaware

List of 20 Largest Unsecured Creditors:

Creditor - Type of Claim - Amount
---------------------------------

Franklin High Yield Tax - Free Income
Debenture - up to $202,375,000(value of security unknown)

Eaton Vace - High Yield Municiipal Bond  debenture up top
$10,500,000 (value of security unknown)

Strong Municipal Advantage debenture up to $20,350,000 (value of
security unknown)

Strong High Yield Municipal Bond debenture up to $15,250,000
(value of security unknown)

Prudential Insurance debenture up to $14,000,000 (value of
security unknown)

Capital Research - American High Inc. debenture up to $10,990,000
(value of security unknown)

Van Kampen    debenture    up to $3,000,000 (value of security
unknown)
FW Zack, Inc. trade        $331,687.14
American International Materials, Ltd.    trade    $312,202.12
Moody National Bank   debenture   up to $300,000 (value of
security unknown)
Village of Robbins   scholarship   $255,631.03
Eagle Services Corp. trade         $220,357
Deangelis, Aldo A.   services      $155,429
J&M Marsh & McLennan Inc Workmans Comp $134.381
Newton County Development Corp trade $113,535
TXU Energy Services      trade $82,464
ARI Environmental Inc.   trade $50,283
Field Technologies, Inc. trade $49,312
Tamdem Formerly Labor World debenture up to $49,312 (value of
security unknown)
Land & Lukes Co.         trade $43,640


SERVICE MERCHANDISE: NYSE Suspends Trading of Securities
--------------------------------------------------------
The Tennessean reports on December 3, 1999, that the New York
Stock Exchange suspended trading of the securities of
Service Merchandise Co., which began a Chapter 11 bankruptcy
reorganization in March.

The NYSE is asking the Securities and Exchange Commission to
approve the delisting of the Nashville-based retailer's common
stock, 8 3/8% senior notes due Jan. 15, 2001, and 9% debentures
due Dec. 15, 2004.

The exchange is seeking to remove the common stock because the
company filed for bankruptcy and is not meeting criteria for
total stockholders' equity and market capitalization, both
measures of a company's value.

The exchange requires that companies have stockholders' equity or
total corporate assets minus total liabilities of at least $ 50
million and global market capitalization of at least $ 50
million.

Market capitalization is figured by multiplying a company's
outstanding shares by its stock price.

Also, the exchange suspended trading of the senior notes and
debentures both debt instruments because the company is not able
to meet its obligations on the debt.

Since the bankruptcy, Service Merchandise Co. Inc. stock has
continued to trade, but at levels below 50 cents. Shares closed
yesterday at 28 cents, up 3 cents.

At one point in the 1980s, Service Merchandise was one of the top
performers on the New York Stock Exchange. Shares declined in
recent years as the company's sales decreased. It filed for
bankruptcy earlier this year after it was unable to boost sales
by reformatting its stores and changing its product mix.

A company spokeswoman said the action will not impact business as
usual, and that the company will not appeal the decision.


SMOKY RIVER COAL: Opportunity To Acquire Smoky River Coal
---------------------------------------------------------
Canada NewsWire reports on December 8, 1999, that an opportunity
exists to acquire Western Canada's only privately owned coal
producer.  Smoky River Coal Limited ("Smoky River'') or ("The
Company'') is presently operating under the Companies
Creditors Arrangements Act ("CCAA''), and the sales transaction
is being managed by PricewaterhouseCoopers Inc. ("PwC'') in the
context of a Court supervised bidding process.

Smoky River's operations are located near Grande Cache, Alberta
which has a population of approximately 4,000 (430 kilometres
west of Edmonton). The Company has approximately 400 employees.
Smoky River's coal leases in the Grande Cache area cover nearly
30,000 hectares (74,130 acres) in a block approximately 29
kilometres long and 19 kilometres wide. The geological resource
within the Smoky River lease area is estimated to be over 500
million tonnes. A demonstrated recoverable reserve of
approximately 100 million tonnes of low volatile metallurgical
coal has been defined, split approximately evenly between surface
and underground recoverable reserves. Annual production over the
past five years has been in the range of 2 to 3 million tonnes of
metallurgical coal for export to steel mills in Asia, Europe,
Latin America and the U.S.A. and thermal coal to a power plant
located adjacent to Smoky River's operations.

The Company presently operates a preparation plant, underground
mine and surface mine. Smoky River also has an ownership interest
in Neptune Bulk Terminals (Canada) Ltd, located at the Port of
Vancouver allowing shipment of up to three million tonnes
annually. The Court has approved the Bid Process which is
expected to be finalized by an Order on December 13, 1999, and
includes among other things, authorizing PwC to solicit offers to
acquire Smoky River as a going concern (in whole or in part), an
en bloc sale (in whole or in part) or separate bids on asset
packages.  It is PwC's preference for either a going concern or
en bloc sale.

The Bid Process Order will fix a tight timetable for the bidding
process. This process is to include mailing letters to interested
parties by December 7, 1999 along with advertising the
solicitation process, preparing a sales package for prospective
purchasers by December 10, 1999 and making available a data room
to qualified parties by December 13, 1999.

Final bids are to be received by PwC by 3:00 PM MST on January
21, 2000.  An application for Court approval is scheduled for
January 31, 2000.


SOURCE MEDIA: Conveys Certain Assets
------------------------------------
On November 17, 1999, Source Media Inc. conveyed certain assets
relating to its "VirtualModem" and "Interactive Channel" products
and businesses to SourceSuite LLC, a Delaware limited liability
company, in exchange for a 50% ownership interest in SourceSuite.  
Insight Interactive, LLC contributed $13 million to SourceSuite
in exchange for a 50% interest in SourceSuite.  Upon the
formation of SourceSuite, Insight Interactive acquired 842,105
shares of Source Media's common stock, representing approximately
6% of the company's issued and outstanding stock, for a
purchase price of $12 million in cash.  Source Media also issued
to Insight Interactive five-year warrants to acquire up to
4,596,786 shares of its common stock at an exercise price of
$20.00 per share.  


SUN HEALTHCARE: Plan Calls For Bonuses To Executives
----------------------------------------------------
A Sun Healthcare Group plan would provide six-figure bonuses for
executives if they can guide the company through bankruptcy
reorganization.

Sun plans to spend more than $7.5 million on incentive payments
to keep the executives and more than 900 other employees from
leaving the Albuquerque-based nursing home company, the
Albuquerque Journal reported in a copyright story Wednesday.

Andrew Turner, the company's founder, chairman and chief
executive officer, would receive the biggest bonus: $500,000.
Other proposed executive bonuses range from $125,000 to $350,000,
the Journal reported.

Sun, one of the nation's largest nursing home chains, filed for
bankruptcy protection from creditors under Chapter 11 of the U.S.
Bankruptcy Code on Oct. 14 in Delaware.

The company listed more than $1.8 billion in assets and $2.1
billion in debts in its petition. The company blamed most of its
losses on flagging Medicare fees.

The company reported a $236.9 million loss during the third
quarter that ended Sept. 30, compared with a loss of $1 million
in the third quarter last year. Revenue for the third quarter was
$629.6 million, compared with $814.4 million for 1998's third
quarter.

An official with the Service Employees International Union, which
represents workers in about 30 Sun nursing homes, said it is
ironic that Sun executives who oversaw creation of Sun's
financial woes could be rewarded for cleaning them up.

"It's really rather offensive," said Arvid Muller, a senior
research analyst with the union, which represents certified
nursing aides.

The company last week asked a U.S. bankruptcy judge in Delaware
to approve the incentive program. A hearing is expected later
this month.

"The reason for establishing the retention program is to ensure
that key employees continue to provide essential management and
other necessary services" during Sun's reorganization, the
company said in court documents.

Sun and its affiliated companies said their "ability to stabilize
and preserve their business operations and assets will be
substantially hindered if (they) are unable to retain the
services of these key employees."

Muller said Sun also needs to develop a plan for retaining
workers who are directly involved in caring for nursing-home
residents.

The aides earn about what fast-food workers do, making it
difficult for Sun and other nursing-home chains to attract and
keep quality aides.

"We strongly disagree with the (union's) comments," Sun said in a
statement. "As we have stated previously, it was the change in
the Medicare-reimbursement system that pushed this and other
companies into Chapter 11 bankruptcy."

Two-thirds of the employees who would be eligible for retention
payments work in nursing homes, the company said.

"They are crucial to our ability to provide quality patient
care," Sun said.

Sun is working with its creditors on a plan to reorganize the
company's debt. The reorganization plan is expected to leave
Sun's common stock worthless.


TED PARKER: Last Date For Filing Proofs of Claim
------------------------------------------------
The US Bankruptcy Court for the District of Delaware entered an
order requiring all persons who wish to assert a claim against
Ted Parker Home Sales, Inc. or Carolina Home sales, Inc., d/b/a
Victoria Homes, arising prior to July 22, 1999, to file a proof
of claim with the debtors' claims agent, Logan & Co., on or
before December 31, 1999.


TV FILME: Reaches Agreement In Principle With Committee
-------------------------------------------------------
On August 13, 1999, TV Filme Inc. reached an agreement in
principle  with a committee representing holders of its
outstanding 12-7/8% senior  notes due 2004 regarding a
restructuring of its indebtedness.  The company is in the
process of completing negotiations of the documentation required
for such restructuring.  Because of these  developments, TV Filme
has not been able to evaluate all of the consequences which could
affect it and its business or to determine the  most accurate and
appropriate disclosure to be made.  Accordingly, the company
reports it is unable, without unreasonable effort and expense,  
to file its quarterly report for the period ended September
30, 1999 within the prescribed period.

Although the company's financial statements are presented
pursuant to United States generally accepted accounting
principles in U.S. dollars, the company's transactions are
consummated in both REAIS and U.S. dollars. Inflation and
devaluation in Brazil have had, and are currently having,
substantial effects on the company's results of operations and
financial condition.

As a result of the changes in exchange rates during the periods
presented, the period-to-period comparisons of the company's
results  of operations are not necessarily meaningful and should
not be relied upon as an indication of future performance.  
However, the company reports that for the three months ended
September 30, 1999 compared to the three months ended September
30, 1998, net loss increased to $(16.7) million versus $(9.4)
million, or 77%, primarily due to a decrease in operating loss,
offset by the write-off of capitalized bond issuance  costs,
reduced interest income and an increase in recorded currency
exchange loss.  Net loss for the nine months ended September 30,
1999 increased from  $(29.2) million to $(61.8) million, or 111%.

For the three months ended September 30, 1999 compared to the
three months ended September 30, 1998, revenues decreased by 45%,
to $6.1 million from $11.0 million, primarily due to an average
devaluation of the REAL of 62% between the periods.  Revenues for
the nine months ended September 30, 1999 decreased by 45%
compared to the nine months ended September 30, 1998,
due primarily to an average devaluation of the REAL of 57%
between the periods.  In both cases, the revenue decrease was
partially offset by revenues from the company's proprietary
premium channel and high-speed Internet service.


UNITEL VIDEO: Intends To File Unaudited Operating Reports
---------------------------------------------------------
On November 24, 1999, Unitel Video, Inc. submitted to the
Securities and Exchange Commission a request to confirm that the
Commission would not recommend enforcement action against the
company if it implements modified reporting procedures described
in its request. Accordingly, Unitel Video does not intend to file
an annual report for the fiscal year ended August 31, 1999.  In
lieu thereof, the company intends to file with the Commission
certain unaudited operating reports that it is required to file
with the United States Bankruptcy Court for the District of
Delaware.

Further, during the pendency of the company's proceedings under
Chapter 11 of Title 11 of the United States Code (until the
effectiveness of the company's plan of reorganization), Unitel
Video currently does not intend to file with the Commission any
annual or quarterly reports. In lieu thereof, the company intends
to file with the Commission certain unaudited operating reports
that it is required to file with the Bankruptcy Court.

Due to the events preceding the company's filing under the
Bankruptcy Code and the financial distress of the company, the
company did not report, in a current report, on the disposition
of an amount of assets during July 1999 which was likely
"significant".  The company indicates it is currently in
the process of determining whether a current report was required
to have been filed in connection with this disposition; if and
when the company determines that such a filing was required, it
will make such a filing.


VERTEX COMPUTER: Reports Delay in Filing Financial Statement
------------------------------------------------------------
Vertex Computer Cable & Product will delay filing the most recent
financial statements with the Securities and Exchange Commission.  
While the company's auditors are currently in the review process
the company has requested an extension from the SEC for the
filing of its quarterly report. Vertex states that due to
replacing its computer system in an effort to become Y2K
compliant the necessary financial information has yet to be
finalized.


WESTSTAR CINEMAS: Seeks Court Approval of $90M Sale of Assets
-------------------------------------------------------------
WF Cinema has agreed to acquire the debtors' assets for a
purchase price of $90 million in cash; an additional $1 million
payable on the closing date, and the payment by WF of all sums
owing with respect to the DIP Financing, and all cure claims.  WF
Cinema will pay taxes due and certain unpaid liabilities.  Viacom
and Time Warner have executed guaranties of certain of WF
Cinema's obligations under the Asset Purchase Agreement. One
contingency of the agreement is that the closing date of the sale
is January 31, 2000. Overbids of $95 million will be considered,
and will proceed in increments of $1 million until the highest
bid emerges. A break-up fee is provided to WF Cinema in the
amount of $1 million.

The debtors assert that the purchase price is fair and
reasonable.  In addition to the proposed sale agreement, the
parties have entered into a Management Agreement regarding
specified theatres, which agreement is also before the court.


BOND PRICING FOR WEEK OF DECEMBER 6
===================================
DLS Capital Partners, Inc., bond pricing for week of December 6,
1999

Following are indicated prices for selected issues:

Acme Metal 10 7/8 '07                       12 - 15 (f)
Amer Pad & Paper 13 '05                      8 - 12 (f)
Asia Pulp & Paper 11 3/4 '05                80 - 82
E & S Holdings 10 3/8 '06                   35 - 38
Fruit of the Loom 8 7/8 '06                  7 - 8
Geneva Steel 11 1/8 '01                     11 - 13 (f)
Globalstar 11 1/4 '04                       62 - 64
Hechinger 9.45 '12                          12 - 14 (f)
Integrated Health 9 1/2 '07                  7 - 9 (f)
Iridium 14 '05                               6 - 7 (f)
Loewen 7.20 '03                             52 - 54 (f)
Pillowtex 10 '06                            38 - 42
Planet Hollywood 12 '05                     28 - 30 (f)
Purina Mills 9 '10                          24 - 26 (f)
Revlon 0 '01                                21 - 23
Rite Aid 6.70 '01                           84 - 86
Sunbeam 0 '18                               15 - 16
TWA 11 3/8 '06                              40 - 42
United Artists 9 3/4 '08                    20 - 24
Vencor 9 7/8 '08                            20 - 22 (f)

                     *********

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

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

This material is copyrighted and any commercial use, resale
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