TCR_Public/991216.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, December 16, 1999, Vol. 3, No. 242
                     
                     Headlines

BRUNO'S: Debtors File Second Amended Plan Dated December 10, 1999
CORAM RESOURCE; First Meeting of Creditors
EQK REALTY: Files for Reorganization
FILENE'S BASEMENT: Reports Third Quarter Results
FWT INC: Committee Objects To Amended Plan of Reorganization

GENERAL ELECTRO: Seeks Order Extending Exclusivity
HARNISCHFEGER: Applies to Employ American Appraisal Associates
INCOMNET INC: Seeks To Establish Bar Date
JUMBOSPORTS: Motion To Sell Property in Oklahoma City, Oklahoma
JUST FOR FEET: Announces Resignation of Independent Auditors

LEVITZ: Apollo's Motion For Classification of Claims
LONG JOHN SILVER: Successor Trustee Seeks To Sell Real Property
MICHAEL PETROLEUM: Files For Ch. 11 Bankruptcy In Texas
MONDI OF AMERICA: Committee Seeks To Retain Connolly Bove
RIGCO NORTH AMERICA: Lender Group Seeks To Convert or Dismiss

SOURCEONE WIRELESS: Seeks Time to Assume/Reject Leases
SUN HEALTHCARE: Government's Motion For Stay of DIP Financing
VENCOR: Motion To Establish Bar Date

                     *********

BRUNO'S: Debtors File Second Amended Plan Dated December 10, 1999
-----------------------------------------------------------------
Preparing for their final showdown with W.R. Huff Asset
Management Co., L.L.C., a significant holder of the out-of-the-
money 10-1/2 Subordinated Notes, Bruno's and its debtor-
affiliates present Judge Robinson with their Second Amended Plan
of Reorganization dated December 10, 1999.  To Huff's chagrin,
most likely, the Second Amended Plan tinkers with the laundry
list of parties who stand to obtain releases in the event Judge
Robinson confirms the Plan next week.

The definition of a Releasee continues to include all present and
former officers and directors who worked for the Debtors after
the Petition Date and all advisors, consultants and professionals
of or to the Debtors.  The umbrella is expanded to include all
holders of Equity Interests and their respective affiliates.  No
releases will be granted to the Committee, Committee Members, or
their advisors, consultants or professionals.  

Section 12.6 of the Plan is modified to eliminate a release of
claims by the Releasees against holders of Claims against and
Equity Interests in the Debtors.  Additionally, the Exculpation
provisions contained in Section 12.7 of the Plan will not apply
to the Banks and The Chase Manhattan Bank. (Bruno's Bankruptcy
News Issue 30; Bankruptcy Creditor's Service Inc.)


CORAM RESOURCE; First Meeting of Creditors
------------------------------------------
On November 12, 1999, Coram Resources Network, Inc. and its
affiliated debtor filed a voluntary petition for relief under
Chapter 11. A meeting of creditors is scheduled for January 7,
2000 at 3:00 PM at the J. Caleb Boggs Federal Building, 844 King
Street, Room 2313, Wilmington, Delaware.


EQK REALTY: Files for Reorganization
------------------------------------
EQK Realty Investors I (OTC BB: EQKR) today announced that the
Company has filed a voluntary petition for reorganization with
the United States Bankruptcy Court for the Middle District of
Pennsylvania under Chapter 11 of title 11 of the United States
Code. The petition is intended to enable the Company to conduct
business under protection of the Bankruptcy Court while it
develops a plan to continue to operate or dispose of its last
remaining real estate asset, the Harrisburg East Mall in
Harrisburg, Pennsylvania. The Company also intends to seek to
complete a merger transaction with American Realty Trust,
although it is contemplated that the terms of the current merger
agreement may be modified and there is no assurance that such a
transaction can be completed.

The filing was the result of the expiration on December 15, 1999
of forbearance and extension agreements with the Company's
mortgage lenders and of the Company's inability to obtain further
extensions on satisfactory terms. In order to preserve its claims
as a creditor, Lend Lease Portfolio Management, Inc. resigned as
advisor to the Company and its personnel resigned as trustee
and officers of the Company. Gregory Greenfield & Associates,
Ltd. was engaged as successor advisor, subject to bankruptcy
court approval, and its personnel were elected as officers of the
Company, including Gregory R. Greenfield as President and Chief
Executive Officer and William G. Brown, Jr. as Vice President and
Chief Financial Officer.


FILENE'S BASEMENT: Reports Third Quarter Results
------------------------------------------------
Filene's Basement Corp. today announced a net loss of
approximately $51.8 million, or $2.47 per diluted share on 21.0
million weighted average shares outstanding for the third quarter
ended October 30, 1999. For the quarter ended October 31, 1998,
the Company reported a net loss of approximately $0.3 million,
or $0.01 per diluted share on 20.9 million weighted average
shares outstanding.

The Company and its subsidiary filed petitions for relief under
Chapter 11 of the United States Bankruptcy Code on August 23,
1999. The Company is presently operating its business as a
debtor-in-possession subject to the jurisdiction of
the United States Bankruptcy Court for the Eastern District of
Massachusetts.

The third quarter loss included a one-time charge of $32.3
million for reorganization items primarily attributable to the
previously announced closing of 16 Filene's Basement stores. In
November, the Company announced the closing of an additional 18
Filene's Basement stores and expects to record a charge for
reorganization items of approximately $21.7 million in the fourth
quarter of 1999. The result is a smaller, but stronger company,
with a total of 22 stores -- 14 Filene's Basements and 8 Aisle
3s. The remaining stores are concentrated in the key metropolitan
areas of Boston, New York and Chicago.

For the nine-month period ended October 30, 1999, the Company
reported a net loss of approximately $73.2 million, or $3.49 per
diluted share on 21.0 million weighted average shares
outstanding. For the same nine-month period last year,
the Company reported a net loss of approximately $17,000, or
$0.00 per diluted share on 20.9 million weighted average shares
outstanding.

Comparable store sales for the third quarter this year were down
23% versus the same period last year. Net sales for the third
quarter of 1999 were $128.9 million, down 17% from third quarter
net sales last year of $154.8 million. Comparable store sales for
the nine-month period ended October 30, 1999 were down 11% versus
the comparable nine-month period last year. Year-to-date net
sales for the period ended October 30, 1999 were $409.7 million,
down 1% from last year's net sales of $413.8 million.

Filene's Basement was de-listed by NASDAQ because it no longer
met their criteria. The company is in the process of appealing
NASDAQ's action. In the meantime, Filene's Basement stock is
being traded on the Bulletin Board (OTCBB: BSMTQ).

Filene's Basement Corp. operates specialty stores, which offer
quality, branded men's and women's apparel and home goods at
prices generally 20-60% below department and specialty store
regular prices.


FWT INC: Committee Objects To Amended Plan of Reorganization
------------------------------------------------------------
The Official Unsecured Creditors' Committee objects to the
proposed Second Amended Plan of Reorganization of FWT, Inc.

The Committee asserts that the debtor's plan improperly provides
for a broad release of non-debtor third party liability. The plan
provides that "all holders of claims are enjoined from asserting
any claim against any Related Party." The plan definition of
related party includes insiders, present or former officers,
directors, employees, agents, representatives, shareholders or
attorneys of the debtor or any related party.

The Committee states that the debtor has attempted to provide an
opportunity for creditors to individually consent to the release
by including a separate voting block on the ballot.  If the
proposed releases are upheld, the Moores' receipt of $119 million
will be forever sanctioned and creditors will be forever barred
from challenging the transaction.

The Committee also points out that the insider Brock Loan in the
amount of over $7 million is equity and therefore its favorable
repayment is improper. The Committee objects to improper payment
of insider expenses such as attorney fees and states that insider
releases are improper and are inconsistent with the Amended
Disclosure Statement.


GENERAL ELECTRO: Seeks Order Extending Exclusivity
--------------------------------------------------
The debtor, General-Electro Mechanical Corp. seeks an extension
of the period during which the debtor shall have the exclusive
right to file a plan or plans of reorganization to and including
May 1, 2000 and solicit acceptances of such plan to and including
June 30, 2000.


HARNISCHFEGER: Applies to Employ American Appraisal Associates
--------------------------------------------------------------
The Debtors advise the Court that they have asked American
Appraisal to provide appraisal services for four additional
properties:

(a) U.K. Wigan -- "Fast Track" site, 5.5 acres, and 20,500 square
feet of building;

(b) U.K. Wigan -- "Office & Development" site, 2 scres, and
14,077 square feet of building;

(c) Italy property adjacent to main plans which was purchased 2-3
years ago; and

(d) Italy property a small former foundry located near main
plant.

AAA will charge the Debtors' $18,000 per additional property for
its valuation services.


INCOMNET INC: Seeks To Establih Bar Date
-----------------------------------------
The debtors, Incomnet Inc. and its affiliates seek to establish
March 3, 2000 as the last date for filing proofs of claim.


JUMBOSPORTS: Motion To Sell Property in Oklahoma City, Oklahoma
---------------------------------------------------------------
JumboSports, Inc., as debtor, seeks authority to sell real
property located at 7202 South I-35 Service Road in the City of
Oklahoma City, Oklahoma to Ultimate Electronics, Inc.

The debtor is currently operating a sporting goods store located
on the real property, and the debtor anticipates that the going-
out-of-business sale will be completed on or before January 15,
2000.

The total purchase price for the real property is $3,050,000. Any
competing bid or topping bid must start at $3,060,000, and all
subsequent higher bids must be in incremental increases of at
least $10,000.


JUST FOR FEET: Announces Resignation of Independent Auditors
------------------------------------------------------------
JUST FOR FEET, INC. (Nasdaq: FEET) announced that Deloitte &
Touche LLP has notified the Company's Board of Directors that it
has resigned as the Company's independent auditors.  Deloitte did
not specify a reason for its resignation.  The Company has today
filed with the Securities and Exchange Commission a Current
Report on Form 8-K relating to the resignation.  The report
discloses, among other things, that during the last two fiscal
years prior to Deloitte's resignation, there has been no
disagreement between the Company and Deloitte on any matter of
accounting principles or practices, financial statement
disclosure or auditing scope or procedure.  The Company is
conducting a search for a replacement auditor.  The engagement of
a new auditor will require the approval of the Bankruptcy Court.

JUST FOR FEET, INC., which filed for Chapter 11 bankruptcy
protection on November 4, 1999, operates both large format
superstores and smaller specialty stores that specialize in
brand-name athletic and outdoor footwear and apparel. The Just
For Feet superstores feature a full line of sports related
apparel, a high level of customer service and a distinctive
combination of entertainment elements creating an exciting
shopping experience.


LEVITZ: Apollo's Motion For Classification of Claims
----------------------------------------------------
The Debtors and the Creditors' Committee served a discovery
request on Apollo asking for 28 categories of documents relating,
inter alia, to (i) the pre-petition loan and warrant agreements
at issue, (ii) Apollo's participation in the DIP Financing, (iii)
all correspondence, notes, internal memoranda, financial or
mathematical models or analyses, reports and studies from
consultants, and opinions related to the Warrant's anti-
dilution provision, (iv) all documents or communications
sufficient to identify any and all financial professionals,
consultants, experts, legal counsel and any other person with
which Apollo consulted concerning the Loan Documents and/or LFC,
LFI and/or the Levitz Affiliates; (v) all Documents or
Communications relating to Silver Oak Capital, L.L.C. and its
affiliates, and (vi) all documents related to the management and
structure of Apollo Investments, Apollo UK and Apollo Overseas.

Apollo objects to the broad nature of the Debtors' and
Committee's requests.  Request No. 23, for example, asks for "All
Documents or Communications relating to LFC, LFI and/or the
Levitz Affiliates."  Apollo doesn't want to waste its time or
other parties' time on needless discovery.  These unfocused
requests, Apollo contends, seek documents and information that
are not relevant to the subject matter involved in the Motion,
not admissible, and are not reasonably calculated to lead to the
discovery of admissible evidence.  Accordingly, Apollo turns to
the Bankruptcy Court for a protective order limiting and
narrowing the scope of the discovery requested in this matter.  

Apollo's broadest plea urges Judge Walrath to hold that any
documents dated after than July 3, 1996 -- the latest date on
which the Loan Agreement and Warrant Agreement were executed --
are irrelevant to the Motion, since only documents created prior
to or contemporaneous with the execution of the Agreements could
be relevant to the meaning intended by the parties when
they executed those Agreements.  (Levitz Bankruptcy News Issue
41; Bankruptcy Creditor's Service Inc.)


LONG JOHN SILVER: Successor Trustee Seeks To Sell Real Property
---------------------------------------------------------------
John Belisle, successor trustee under the LJS Plan Liquidating
Trust seeks authority to sell nine nonresidential real
properties.  The successor Trustee expects that the sale of the
properties will net approximately $1,185,245 for the trust, after
payment of commissions.

The property locations, purchaser and purchase price are as
follows:

2262 E. State St., Salem, Ohio Candice Young and Phillip Gerace    
$250,000
330 Lake St., Addison, IL Rossi Contractors    $75,000
1130 S. Sibley Dolton, IL Olympia Investments $100,000
133 W. 8th Street, Homestead PA  Gail Murman      $35,000
87th and Dante Chicago, IL Gilbert and Sherry Wingfield $130,000
19045 NW 2nd Ave. Miami, FL  Saturn Retail   $293,000
1226 Carlisle Pike Hanover, PA  Coneswago Contractors, Inc.
$150,000
1809 N. Big Spring St. Montri and Nuananong Suriyamont $40,000


MICHAEL PETROLEUM: Files For Ch. 11 Bankruptcy In Texas
-------------------------------------------------------
Michael Petroleum Corp. (X.MKP) on Friday filed for chapter 11
bankruptcy protection in the U.S. Bankruptcy Court in Laredo,
Texas, according to a source close to the case. Andrew Rahl
of Andersen Kill & Olick, counsel to an ad hoc committee of two-
thirds of the oil and gas producer's noteholders, said that a
voting agreement was filed along with the bankruptcy  petition.
(The Daily Bankruptcy Review and ABI December 15, 1999)


MONDI OF AMERICA: Committee Seeks To Retain Connolly Bove
---------------------------------------------------------
The Official Committee of Unsecured Creditors of Mondi of
America, Inc., et al., debtors, seeks authority to retain
Connolly Bove Lodge & Hutz LLP as co-counsel for the Committee.

The firm will provide the following services:

Provide legal advice with respect to the Committee's powers and
duties in the case;
Assist the Dechert firm in the preparation on behalf of the
committee of all necessary applications, answers, orders and
other legal papers, and attending to the filing of all such
documents with the court and service of such documents on
appropriate parties;
Represent the Committee in any and all matters involving contests
with the debtors, alleged secured creditors and other third
parties;

The current hourly rates for the attorney assigned to this case
is $195 per hour.


RIGCO NORTH AMERICA: Lender Group Seeks To Convert or Dismiss
-------------------------------------------------------------
The Lender Group of the debtors, Rigco North America LLC and its
affiliates, seeks a court order to either dismiss the Chapter 11
cases or convert them to Chapter 7.  A hearing on the debtors'
continued use of cash collateral is currently set for hearing on
January 5, 2000 at 10:30 AM. The Lender Group requests that the
court set the motion to convert for hearing at the same time.

The debtors are in the business of owning and managing offshore
oil and gas drilling rigs.  The debtors' assets consist primarily
of two offshore drilling rigs: the Laffit Pincay and the Bill
Shoemaker.  The Pincay has not been under contract for well over
a year.  The Shoemaker came off contract in October and has not
worked since.  Substantially all of the assets of the debtors
constitute collateral of the Lender Group to secure certain
obligations of the debtors to the Lender Group that exceeded $62
million as of the Petition Date.

Since the debtors do not have a firm contract for the rigs, the
Lender Group states that the cases should be dismissed or
converted to a Chapter 7.


SOURCEONE WIRELESS: Seeks Time to Assume/Reject Leases
------------------------------------------------------
The debtors, Sourceone Wireless, Inc. and Sourceone Wireless, LLC
seek an additional extension of time for assumption or rejection
of unexpired leases of nonresidential real property and ESBI
contract.  The debtor provides paging services to customers
throughout the US.  As part of the debtor's paging business, the
debtor re-sells local, long distance and wireless
telecommunications services provided by telephone and similar
utility providers.

The closing on the sale of the debtor's assets to Aquis
Communications Inc. is scheduled to occur on December 13, 1999,
three days before the deadline to determine which leases to
assume or reject.  In order to avoid any problem in the event the
transaction with Aquis is delayed, the debtor requests entry of a
conditional order extending the deadline for assumption and
rejection to and including December 28, 1999.


SUN HEALTHCARE: Government's Motion For Stay of DIP Financing
-------------------------------------------------------------
Judge Walrath approved a Stipulation between the Debtors and the
Department of Health and Human services ("HHS") that resolves
HHS' objections to the Debtors' proposed DIP financing.

First, the Stipulation provides that if HHS seeks and obtains
Court-ordered relief from the bankruptcy stay allowing it to
subtract pre-petition Medicare overpayments to Debtors from the
money owed them for post-petition services, then these
adjustments will be considered administrative expenses.  The
Stipulation establishes the procedures governing this type of
administrative expense claim by HHS.

Second, the stipulation explains how any pre-petition overpayment
by HHS to Debtors can be offset against money HHS owes them for
post-petition Medicare services.

Third, if HHS has underpaid Debtors for Medicare services prior
to 1999, then the stipulation explains how HHS can "freeze" the
underpayments until the Court determines whether HHS can offset
the underpayments by any of HHS' claims against the Debtors.     

Fourth, except as otherwise stated in the Stipulation, HHS will
continue to pay the Debtors for their services under their
Medicare provider agreements.
          
Fifth, HHS agrees not to challenge the Debtors' proposed DIP.
(Sun Healthcare Bankruptcy News Issue 7; Bankruptcy Creditor's
Service, Inc.)


VENCOR: Motion To Establish Bar Date
------------------------------------
January 7, 2000, is the General Bar Date.  Proof of Claim forms
should be
mailed to:

          Vencor, Inc., Claims Processing
          c/o Bankruptcy Services LLC
          P.O. Box 5112
          FDR Station
          New York, NY 10150-5112

Vencor agrees that the Agents for the 1998 Senior Bank Lenders
may file proofs of claims on behalf of the holders of the claims
under the 1998 Senior Credit Agreement, but it shall be the
beneficial holders of those claims who will vote those claims
when balloting on any plan of
reorganization occurs. (Vencor Bankruptcy News Issue 8;
Bankruptcy Creditor's Service Inc.)

                     *********

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.  


       * * * End of Transmission * * *