TCR_Public/991223.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 23, 1999, Vol. 3, No. 247
                     
                     Headlines

ARM FINANCIAL GROUP: Case Summary and Largest Unsecured Creditors
BMJ MEDICAL: Objects to Gold Coast's Alternatives
BULONG OPERATIONS: Moody's Downgrades Bulong Operations to Caa1
CMS HEALTHCARE, Inc.: Case Summary & Largest Unsecured Creditors
CRESVALE INTERNATIONAL: Files for Bankruptcy Protection in Tokyo

EUROWEB INTERNATIONAL: Special Meeting of Stockholders Set
GBC: Announces Approval of Loan Settlement Plan
GDS TECHNOLOGY, INC.: Case Summary & Largest Unsecured Creditors
GENEVA STEEL: Announces 4th Fiscal Quarter and Year-end Results
HARNISCHFEGER: Committee Bolsters Argument To Retain E&Y

HECHINGER INVESTMENT: Deadline For Filing Proofs of Claims
JUST FOR FEET: Seeks To Adopt Retention and Severance Programs
KIMBALL TRADING: Creditors Claim More Than $300M in Debts
LOEWEN: Elects Paul Houston As Its CEO
LOEWEN: Motion To Reject Agreements With Thomas Hardy

MEDICAL RESOURCES: Steel Partners and Lichtenstein Report Stock
MEDICAL RESOURCES: TJS Parnership Divests Itself of Stock
METROTRANS: Files Voluntary Petition For Reorganization
MONDI OF AMERICA: Debtors To Act As Their Own Claims Agents
NEXTEL: To Launch Hostile Bid for NextWave

ONEITA INDUSTRIES: US Trustee Questions Trustee Election
OPTEL INC: Seeks Extension To File Statement of Affairs
PHILIP SERVICES: Light At the End of The Tunnel
SABRATEK: Case Summary & 20 Largest Unsecured Creditors
SANGA INTERNATIONAL: Files for Bankruptcy

SIDANCO: Chernogorneft to Be Returned to Sidanco
SINGER COMPANY: Applies To Retain Colliers International
STERLING CHEMICALS HOLDINGS: Reports Financial Results
TAPISTRON INTERNATIONAL: Reports Increased Revenues
UNITRON MEDICAL: Case Summary & 20 Largest Unsecured Creditors

WESTERN DIGITAL: Offers Over 1.8 million Shares To Investor
WORLDWIDE DIRECT: Committee Taps E&Y Restructuring

                    *********

ARM FINANCIAL GROUP: Case Summary and Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: ARM Financial Group, Inc.
       515 West Market Street
       Louisville, Kentucky 40202

Type of Business:  Asset accumulation with particular emphasis on
retirement savings and investment products

Petition Date:  December 20, 1999 Chapter:  11
Court:  District of Delaware
     
Debtor's Counsel:
PAUL, WEISS, RIFKIND, WHARTON & GARRISON
1285 Avenue of the Americas
New York, New York 10019
(212) 373-3000

YOUNG CONAWAY STARTGATT & TAYLOR, LLP
11th Floor, Rodney Square North
Wilmington, Delaware 19801
Alan W. Kornberg
Andrew N. Rosenberg
W. Andrew P. Logan III
Jennifer L. Dumas
James L. Patton, Jr.
Pauline K. Morgan

Total Assets:  $ 37,231,222
Total Debts:  $ 48,141,756

20 Largest Unsecured Creditors:

GenAmerica Corporation  Term Loan  $ 38,000,000.00
Merrill Corporation  Trade Debt  $ 37,022.97
Duff & Phelps Credit Rating Co. Trade Debt $ 20,000.00
Relco Electric, Inc.    Trade Debt $ 10,630.00
Document Sciences Corporation  Trade Debt $ 7,455.38
Ajilon     Trade Debt $ 6,565.00
Ray Ackerman Willwork & Supply Co. Trade Debt $ 6,164.00
Carpet Decorators, Inc.   Trade Debt $ 4,670.00
OTT Communications, Inc.  Trade Debt $ 3,241.08
Norstan Communications   Trade Debt $ 3,093.96
US Bank     Trade Debt $ 2,560.10
Compaq Computer Corporation  Trade Debt  $ 1,980.00
Xerox Corporation    Trade Debt  $ 1,548.02
Central America Airways, Inc.  Trade Debt  $ 1,472.17
Marco Business Products, Inc.  Trade Debt  $ 680.37
New Ulm Telecom, Inc.   Trade Debt  $ 621.94
Laser Technologies, Inc.  Trade Debt  $ 538.48
Dearborn Financial Institute, Inc. Trade Debt  $ 454.50
Krueger International, Inc.  Trade Debt  $ 420.00
Federal Express Corporation  Trade Debt  $ 409.95


BMJ MEDICAL: Objects to Gold Coast's Alternatives
-------------------------------------------------
Gold Coast Orthopaedics, Inc. filed a motion to force BMJ to
either reject the MSA or alternatively to make an early
assumption/rejection decision.  The debtor states that the motion
is "fraught with irony."

BMJ states that Gold Coast claims that BMJ is not moving quickly,
if its fails, it will have nothing and that it is not performing
the vast majority of its obligations under the MSA. BMJ states
that it would agree to make the assumption/rejection decision in
60 days, however BMJ states that there is no evidence to support
the allegations in Gold Coast's Motion that the debtor has not
performed it obligations under the MSA.  BMJ states further that
BMJ is not enriching itself at Gold Coast's expense.

BMJ claims that at stake here is BMJ's substantial cash
investment in Gold Coast.  The debtor states that Gold Coast does
not attempt to balance the harms.  BMJ cannot decide whether to
assume or reject the MSA independent of formulating a workable
plan of reorganization.  Forcing a rejection or early election at
this time, before BMJ has completed the analysis necessary to
propose an acceptable plan, may result in failure or may preclude
BMJ from reaching a consensual plan.


BULONG OPERATIONS: Moody's Downgrades Bulong Operations to Caa1
---------------------------------------------------------------
New York, December 21, 1999 -- Sydney, December 22, 1999 -- Moody's has
downgraded to Caa1 from B3 the long-term debt rating assigned to the
US$185 million bonds issued by Bulong Operations Pty Limited. The rating
outlook is negative. This rating action concludes the review for possible
downgrade initiated on November 15 1999.

The rating action is prompted by the increasing likelihood that a default
under the bond indenture will occur on January 15, 2000. The bond payment
due on December 15 was paid out of debt service reserves. However, these
reserves must be replenished by January 15 2000 to avoid a default and
the company is not generating sufficient revenue from the Bulong nickel
project to be able to do so from its own funds. It therefore needs to
raise additional cash to replenish the debt service reserves. Further
working capital funds are also required to support the company through
the next few months until the Bulong plant reaches full production.

The company's parent, Preston Resources NL (unrated), has been seeking to
raise fresh equity to inject into Bulong. These attempts have, however,
so far proved unsuccessful. Ultimate recoveries for bondholders are
dependent on the continued, improving operations of the Bulong mine.
Although the mine continues to perform well in commissioning with full
production anticipated in 2000, there remains the need for new working
capital funds in the next few months until full production is actually
reached.

Bulong Operations Pty Ltd is the developer of the laterite nickel and
cobalt project at Bulong in Western Australia. It is a wholly owned
indirect subsidiary of Preston Resources NL, a mining company based in
Western Australia.


CMS HEALTHCARE, Inc.: Case Summary & Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: CMS Healthcare, Inc.
  10008 N. Dale Mabry Highway, Suite 214
  Tampa, Florida 33618

Type of Business: Provider of rehabilitation and post-acute
healthcare services

Petition Date:  December 17, 1999    
Chapter:  11

Court:  District of Delaware      
Debtor's Counsel:  
James H.M. Sprayregen
Matthew N. Kleiman
Kirkland & Ellis
200 East Randolph Drive
Chicago, IL 606011

Robert S. Brady
Young Conaway Startgatt Taylor, LLP
11th Floor, Rodney Square North
Wilmington, DE 19899-0391

Total Assets:  Between $100,000 to $500,000
Total Debts:   Between $ 500,000 to $ 1 million

20 Largest Unsecured Creditors:

Aurora F. deCastro shareholder   $ 1,303,846.03
Surendra K. Gupta  shareholder   $ 1,285,542.64
Mary A. Sproull  shareholder   $ 551,801.67
Enrique Levy  shareholder   $ 183,933.89
Martin Capital Management shareholder  $ 93,985.31
Glen J. Reigsecker shareholder   $ 93,985.31
Edward P.Welter & Willy J. Welter shareholder $ 93,985.31
Hamender K. Agarwal   shareholder $ 91,966.94
Janet Resnick    shareholder $ 54,567.05
MAC Club     shareholder $ 54,567.05
Piper Jaffray as Custodian of Anton shareholder $ 54,567.05
Prudential Services C/F   shareholder $ 54,567.05
Delaware Charter Guarantee & Trust Co shareholder $ 54,567.05
Delaware Charter Guarantee & Trust Co shareholder $ 54,567.05
Charles F. Meier & Marilyn Meier shareholder  $ 54,567.05
Sandra Hamel    shareholder       $ 51,501.49
Russell G. Ashbaugh, Jr.  shareholder  $ 46,991.43
Gordon L. Becler and Kathleen M. shareholder  $ 46,991.43
Walter E. Wells    shareholder  $ 46,991.43
James W. Hurley    shareholder  $ 46,991.43


CRESVALE INTERNATIONAL: Files for Bankruptcy Protection in Tokyo
----------------------------------------------------------------
Martin Armstrong's Japanese subsidiary, Cresvale International,
filed for bankruptcy yesterday, unable to operate while an
international securities fraud investigation continues.
Armstrong, a well known market advisor in Princeton, N.J., is
facing charges of securities fraud in the United States, but has
pleaded innocent. Armstrong used Cresvale to raise at least $3
billion from Japanese investors. He promised to invest the money
in safe securities but actually made risky bets and lost at least
$500 million. He tried to hide those losses from investors,
prosecutors charge. Armstrong owes about $1 billion to Japanese
companies but has virtually no money to repay them. Last week
authorities in the United States asked the court to hold
Armstrong in contempt for failing to turn over assets and company
documents. The court-appointed trustee has filed receipts and
sworn testimony that allege Armstrong is hiding at least $16
million in gold bars, rare coins and seven boxes of documents. A
hearing has been scheduled for Jan. 7. (ABI 22-Dec-99)


EUROWEB INTERNATIONAL: Special Meeting of Stockholders Set
-----------------------------------------------------------
A special meeting of stockholders of Euroweb International Corp.,
a Delaware corporation, will be held at 10:00 A.M. (New York
time), on January 12, 2000 at the offices of Cohen & Cohen, 445
Park Avenue, New York, New York 10022:

1.   To consider and vote upon a proposal to amend the company's
Certificate of Incorporation to increase the number of shares of
common stock, par value $.001 per share that is authorized for
issuance by the company, from 20,000,000 shares of common stock
to 60,000,000 shares of common stock.

2. To consider and vote upon a proposal for the issuance by the
company to KPN Telecom B.V., a Netherlands limited liability
company of:

(1) the number of shares of the company's common stock that will
result in KPN's holding 51% of the issued and outstanding shares
of the company's common stock; and (2) the number of additional
shares of the company's common stock, under an option that is
exercisable simultaneously with the exercise by any third party
of any outstanding warrants, options or other securities carrying
rights to shares of the company's common stock, so as to preserve
KPN's holding of 51% of the issued and outstanding shares of the
company's common stock after giving effect to the issuance of
additional shares of common stock upon exercise of such
outstanding warrants, options or other convertible
securities.  The shares will be issued pursuant to, and subject
to the terms and conditions of, the Subscription Agreement, dated
November 19, 1999 (and amended by the Amended and Restated
Agreement of December 13, 1999), by the company, KPN and Messrs.
Frank R. Cohen and Csaba Toro (two of the five current directors
of the company), as it may be amended from time to time.  The
Option Shares will be issued upon exercise of an option
under the Option Agreement, dated November 19, 1999 (and amended
by the Amended and Restated Agreement of December 13, 1999), by
KPN and the company, as it may be amended from time to time and
together with the Subscription Agreement, the "KPN Agreements").  
Based upon the number of outstanding shares of the company's
common stock and outstanding warrants, options or other
securities carrying rights to shares of the company's common
stock, all as of October 26, 1999 (the date of the original
agreement between the company and KPN): the number of shares
issuable under the Subscription Agreement will be 10,286,742
shares of common stock at a purchase price of $1.58 per share for
an aggregate purchase price for the shares of $16,253,052; and
the number of Option Shares issuable under the Option Agreement
may be up to 4,822,194 shares of common stock at a purchase price
of $1.38 per share for an aggregate maximum purchase price for
the Option Shares of $6,654,628.  Any shares of common stock
issued by the company to KPN at the closing under the
Subscription Agreement in excess of 10,286,742 shares (with such
excess shares being subscribed  under the Subscription Agreement
in such number as will be required to maintain KPN's holding of
51% of the issued and outstanding shares of the company's common
stock as a result of the issuance of additional shares of common
stock upon exercise by third parties of options or warrants
between October 26, 1999 and the closing under the Subscription
Agreement) will be purchased at the purchase price of $1.38 per
share.

The Subscription Agreement provides that at the closing
thereunder, the company will be required to deliver the
resignations of those members of the company's Board of Directors
as agreed between KPN and the company.  KPN and the company have
agreed that, effective as of the closing, two out of the five
current directors of the company, Messrs. Richard G. Maresca and
Donald K. Robertson, will resign from the Board and as and from
the closing Mr. Martin Pieters, an Executive Vice President of
KPN, and Mr. Andre Burg, an adviser to KPN, will become members
of the Board of Directors of the company.  Since KPN will have
51% of the company's common stock, representing voting control of
the company, following its purchase of the shares, KPN's purchase
of the shares will result in a change in the control of the
company.

The Board of Directors has fixed December 10, 1999 as the record
date for the determination of stockholders entitled to notice of,
and to vote at, the meeting.


GBC: Announces Approval of Loan Settlement Plan
-----------------------------------------------
General Bank, a wholly owned subsidiary of GBC Bancorp, has
entered into a settlement with Sunrise Suites Inc., which filed
chapter 11 in March in Las Vegas, according to a newswire
report. At the time of the filing, the bank's loan to Sunrise
totaled $30.9 million. The purpose of the loan was to construct a
casino and to refurbish an adjacent hotel property in Las Vegas.
The settlement includes resolution of disputes with the borrower
and all of the affiliated entities, as well as the bankruptcy
trustee. Under the settlement terms, Sunrise and the Sunrise
related parties resolved objections by the bank to provisions of
a joint chapter 11 plan of reorganization and agreed to release
the bank from any claims held, or which might be held against the
bank. The settlement incorporates a modified reorganization plan,
which was approved by the bankruptcy court in November. The court
has approved the settlement, and the orders are being entered and
are subject to a 10-day appeal period. Once they are final, the
plan liquidating committee will sell the casino, hotel and
adjacent property at a bankruptcy court auction on Jan.
26. (ABI 22-Dec-99)


GDS TECHNOLOGY, INC.: Case Summary & Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: GDS Technology, Inc.
       25235 Leer Drive
  Elkhart Indiana, 46514

Petition Date:  December 17, 1999    
Chapter:  11

Court:  District of Delaware       
  
Debtor's Counsel:
James H.M. Sprayregen
Matthew N. Kleiman
Kirkland & Ellis
200 East Randolph Drive
Chicago, IL 606011

Robert S. Brady
Young Conaway Startgatt Taylor, LLP
11th Floor, Rodney Square North
Wilmington, DE 19899-0391

Total Assets:  Between $1 million to $10 million
Total Debts:   Between $1 million to $10 million

20 Largest Unsecured Creditors: (All creditors listed are
shareholders)

Aurora F. deCastro           $ 1,303,846.00
Surendra K. Gupta        $1,285,542.64
Mary A. Sproull               $551,806.67
Enrique Levy           $183,933.89
Martin Capital Management    $93,985.31
Glen J. Riegsecker                    $93,985.31
Edward P Welter & Willy J Welter           $93,985.31
Hamender K. Agarwal                $91,966.94
Janet Resnick                $54,567.05
MAC Club                 $54,567.05
Piper Jaffray as Custodian of of Anton     $54,567.05
Prudential Securities C/F         $54,567.05
Delaware Guarantee & Trust Co.             $54,567.05
Charles F. Meier and Marilyn Meier   $54,567.05
Delaware Guarantee & Trust Co.             $54,567.05
Sandra Hamel                $51,501.49
Russell G. Ashbaugh, Jr.                   $46,991.43
Gordon L. Beeler & Kathleen M.             $46,991.43
Walter E. Wells                     $46,991.43
James W. Hurley                     $46,991.43


GENEVA STEEL: Announces 4th Fiscal Quarter and Year-end Results
---------------------------------------------------------------
Geneva Steel reported today a net loss of $63.5 million, or a
loss of $3.78 per dilutive common share, for the fourth fiscal
quarter ended September 30, 1999.  This compares with a net loss
of $21.6 million, or a loss of $1.51 per dilutive common share
(after accounting for dividends on preferred stock), for the same
period last year. The operating loss for the fourth fiscal
quarter was $27.8 million, compared with an operating loss of
$14.8 million during the same period last year.  The net loss for
the three months ended September 30, 1999 included $38.4 million
of provisions relating to the Company's Chapter 11 proceeding,
including for professional fees, write-off of deferred loan fees
on the senior notes and for certain executory contracts expected
to be rejected.

Sales and tons shipped during the quarter were $89.7 million and
316,400 tons, respectively, compared with sales and tons shipped
of $157.8 million and 443,900 tons, respectively, for the same
period last year.

For the fiscal year ended September 30, 1999, the Company
reported a net loss of $185.1 million, or a loss of $11.33 per
dilutive common share (after accounting for dividends on
preferred stock).  This compares with a net loss of
$18.9 million, or a loss of $1.90 per dilutive common share
(after accounting for dividends on preferred stock), for the same
period last year. The operating loss for the year ended September
30, 1999, was $128.9 million, compared with operating income of
$21.4 million during the same period last year.  Sales and tons
shipped during the year were $314.7 million and 1,100,300 tons,
respectively, compared with sales and tons shipped of $720.5
million and 2,003,200 tons, respectively, for the same period
last year.

As of February 1, 1999 (the date of the Company's Chapter 11
filing), the Company discontinued accruing interest on its senior
notes and dividends on its redeemable preferred stock.  
Contractual interest on the senior notes for the fourth fiscal
quarter of 1999 was $8.3 million, which is not included in the
Company's financial statements.  Contractual dividends on the
redeemable preferred stock as of September 30, 1999 were
approximately $36.9 million, which is $8.4 million in excess of
dividends accrued in the Company's balance sheet.

Recent Operating Results:  Concurrent with reduced production
demand, weighted average sales price per ton of plate, pipe,
sheet and slab products decreased by approximately 23.9%, 10.2%,
10.6% and 12.6%, respectively, as compared to the fourth fiscal
quarter last year.  Prices for the Company's products and the
volume of orders have, however, recently begun to improve.

In response to improving market conditions, the Company started a
second blast furnace in September 1999, and expects to return to
more normal operating levels in the second quarter of fiscal year
2000.  Higher operating levels associated with a two-blast
furnace operation has created additional working capital needs
for the Company.  These working capital needs will increase over
the first and second quarters of fiscal year 2000 as production
and inventory levels increase.  There can be no assurance that
market conditions will continue to justify a two-blast furnace
operation, that pricing and order volumes will continue to
improve, or that the Company will be able to obtain the requisite
working capital from vendor credit, expanded borrowing capacity,
or other sources to support increased production levels.

The Company's operating costs per ton increased as compared to
the same quarter last year.  The overall average cost of sales
per ton shipped increased primarily as a result of production
inefficiencies associated with operating at levels that are
significantly less than capacity.  The recent surge in steel
imports and resulting low level of orders, together with other
market factors, caused production levels to decline.  Operating
costs per ton increased in part because fixed costs were
allocated over fewer tons.  In addition, the Company, in response
to falling prices and higher costs, wrote- down the cost of its
inventories to market prices, resulting in an adjustment of
approximately $3.5 million, which increased cost of sales in the
fourth fiscal quarter of 1999, as compared to the same period in
the previous year. The Company has undergone several rounds of
personnel reductions and other cost cuts in an attempt to at
least partially offset the adverse cost effects of lower
production rates. During most of fiscal year 1999, the Company
also attempted to minimize production inefficiencies by limiting
its production to a full, one-blast furnace level.

Liquidity:  As of December 21, 1999, the Company's eligible
inventories, accounts receivable and equipment supported access
to $55.7 million in borrowings under the Company's credit
facility.  As of December 21, 1999, the Company had $9.9 million
available under the credit facility, with $43.4 million
in borrowings and $2.4 million in letters of credit outstanding.
Until recently, the Company's production activities were
consuming cash. During the two months of October and November
1999, the Company's operations generated slight positive cash
flow.  Further improvement in market conditions will likely be
necessary for the Company's production activities to become
significantly cash flow positive.  A reversal in the current
market trend or a disruption in the Company's operations would
likely cause the Company to return to negative cash flow.

The Company is currently developing a plan of reorganization (the
"Plan of Reorganization") through, among other things,
discussions with the official creditor committees established in
the Chapter 11 proceeding.  The objective of the Plan of
Reorganization is to restructure the Company's balance sheet to
(i) significantly strengthen the Company's financial flexibility
throughout the business cycle, (ii) fund required capital
expenditures and working capital needs, and (iii) fulfill those
obligations necessary to facilitate emergence from Chapter 11.  
In conjunction with the Plan of Reorganization, the Company
intends to file an application in January 2000 for a government
loan guarantee under the Emergency Steel Loan Guarantee Program
(the "Loan Guarantee Program").  The application will seek a
government loan guarantee for a portion of the financing required
to consummate the Plan of Reorganization, with the remaining
financing being provided through other means.  In connection with
preparing the loan guarantee application, the Company is in the
final phase of
selecting and negotiating terms with a major bank to serve as the
primary lender under the Loan Guarantee Program.  There can be no
assurance that the Company will be selected to participate in the
Loan Guarantee Program or that, with or without a guarantee, the
Company can obtain the necessary financing to consummate the Plan
of Reorganization.

The Company requested and received an extension of its Chapter 11
exclusivity period, which now expires February 28, 2000.  
Management expects that a Plan of Reorganization will be
completed and ready to file with the bankruptcy court during the
first calendar quarter of 2000.  The Plan of Reorganization will
be conditioned on the Company being approved for a guarantee
under the Loan Guarantee Program.  There can be no assurance as
to the actual timing for the filing of the Plan of Reorganization


HARNISCHFEGER: Committee Bolsters Argument To Retain E&Y
--------------------------------------------------------
On September 20, 1999, the United States Trustee interposed an
objection to E&Y's retention application.  The UST objected to
the arbitration provision in the retention documents because the
UST is negotiating alternative dispute resolution language with
E&Y in an unrelated case.  The UST also objected to employing E&Y
nunc pro tunc, and reserved her right "to raise any issues
concerning possible disqualifying relationships."  On September
21, 1999, the Creditors Committee filed a Notice of Revised
Engagement Letter between them and E&Y.

After negotiations with the UST, the Creditors Committee agreed
to adjourn the hearing on the E&Y Retention application until the
Court decided similar retention issues in the case In re United
Financial Corporation, Case No. 96-450 (MFW).  On October 1.
1999, the restructuring and reorganization group of E&Y separated
from E&Y, forming a new company Ernst & Young Restructuring LLC
("EYR"). EYR is a wholly owned subsidiary of E&Y. On December
2,1999, the Creditors Committee asked the court to approve their
retention of EYR as their Accountant and Financial Advisor.        

According to the creditors committee Motion, the United case and
another bankruptcy case, In re Hvide Marine, Inc., Case No. 99-
3024 (PJW), recently held that the Court will not deny a
professional retention application just because it contains an
alternative dispute resolution ("ADR") protocol if

1. the parties to the engagement letter consent to the Bankruptcy
Court's jurisdiction over all disputes arising from the
retention;

2. arbitration of a dispute will only be required if the
Bankruptcy Court lacks jurisdiction over the dispute; and

3. any arbitration will be conducted under the unmodified dispute
resolution rules for professional accounting and related services
disputes of the American Arbitration Association.

The Creditor Committee argues that its retention of EYR and the
ADR protocol in the retention agreement are proper under these
two cases and should be approved. The Committee has, however,
abandoned their request for nunc-pro-tunc approval.  Instead,
they now ask the Court to approve EYR as of the December 2nd date
of their new Application. (Harnischfeger Bankruptcy News Issue
17; Bankruptcy Creditor's Service Inc.)       


HECHINGER INVESTMENT: Deadline For Filing Proofs of Claims
----------------------------------------------------------
Pursuant to an amended order of the court dated on or about
November 29, 1999, all creditors of the debtors are required to
file, on or before 5:00 PM on January 24, 2000 a completed and
executed proof of claim form on account of any claim against any
of the debtors, with certain exceptions as noted in the order.


JUST FOR FEET: Seeks To Adopt Retention and Severance Programs
--------------------------------------------------------------
The debtors, Just For Feet, Inc., et al. seek authority to adopt
Retention and Severance Programs, and to reject existing
severance agreements.  The Retention Program covers the debtors'
five senior Key Executives, and is comprised of retention bonuses
that the debtors estimate will cost between $315,000 and
$630,000.  The total benefits to be provided under the Severance
Program will not exceed $5.2 million.

The severance payments provide for payment to management of the
employees' base salary for a period of months depending on the
employee's level of management.  The employees would give up
their right to all other sums under the severance program.


KIMBALL TRADING: Creditors Claim More Than $300M in Debts
---------------------------------------------------------
Inside F.E.R.C.'s Gas Market Report on November 26, 1999
That at the time Kimball Trading Co. LLC and Kimball Trading
Canada Inc. filed for Chapter 11 bankruptcy in early March, the
combined company's debt was listed at $ 37 million. But between
early spring and October, claims against the Houston-based
marketer grew to more than $ 300 million, according to the final
version of the claims register, filed in Houston's U.S.
Bankruptcy Court for the Southern District of Texas.

When the bankruptcy claim was originally filed, most of the debt
was expected to disappear when netted against Kimball Trading's
estimated $ 39 million in accounts receivable, according to the
company's then-attorney, Edward Rothberg, and the filing itself.
He said Kimball Trading intended to reorganize under Chapter 11's
protective umbrella and insisted that a bankruptcy filing
didn't necessarily mean the company was no longer solvent (IFGMR,
19 March, 1).

But Rothberg is no longer handling the case and most employees of
Kimball Trading are gone. An employee for Kimball Resources Inc.,
a firm that shares the same address as Kimball Trading, said the
only people left from Kimball Trading now are President Loyd
Drain -- who filed an individual claim against the company for
$109,546 -- and contract administrator Marty Sosa. Neither
official returned repeated telephone calls.

Calls to Kimball Trading's offices in Houston and Southfield,
Mich., were met by an answering machine, while the number that
once belonged to Calgary-based affiliate Kimball Trading Canada
is no longer in service.

Kimball Trading is not affiliated with or related in any way to
Arlington, Texas-based Kimball Energy Corp.

Kimball Trading's largest creditor, which claimed it's owed more
than half of the company's total debt, is Quicksilver Resources
Inc., a Houston-based producer, according to the final summary of
claims filed with the court last month. Quicksilver Resources in
July filed a claim totaling nearly $ 187 million. It is unclear
how the debt was calculated, especially since in 1998
Quicksilver Resources' revenues equaled about $ 45 million.
Though repeated phone calls to CEO and President Glenn Darden
went unreturned, an employee said the figure includes the value
of a 10-year contract on which Kimball Trading defaulted. Kimball
Trading halted its gas flow March 11, a day after filing the
original bankruptcy document.

Jackson, Mich.-based Radiant Gas Marketing LLC is Kimball
Trading's second-largest creditor at about $ 55.8 million.
Radiant, a relatively new start-up marketing firm, dissolved
earlier this year as a result of Kimball Trading's inability to
pay its debt, according to a source familiar with Radiant. The
source said Radiant's debt, like the figures for most other
creditors, represents the total value of gas for term deals.

While there has been no official word from Kimball on the reason
behind the bankruptcy, some creditors told Inside F.E.R.C.'s Gas
Market Report that Kimball Trading last year was betting on high
gas prices stemming from a colder-than-normal winter. Although
some of the creditors verified and were told before entering into
deals with Kimball Trading that the company hedged to protect
against loss, ''it sounds like they took on quite a bit of price
risk,'' one said.

Other creditors owed more than $ 1 million, according to the
court filing, include: Carthage Energy Services Inc., owed $ 16.8
million; PG&E Gas Transmission-Texas, owed $ 6.6 million;
Northern Natural Gas Co., owed $ 6.4 million; Coral Energy
Resources L.P., owed $ 4.7 million; Coral Energy L.P.,
owed $ 4.6 million; Kimball Trading Canada, owed $ 2.9 million;
CoEnergy Trading Co., owed $ 2.3 million; CMS Energy Marketing,
Services and Trading, owed $ 2.1 million; El Paso Energy
Marketing Co., owed $ 1.9 million; Williams Energy Services Co.,
owed $ 1.4 million; Southern Co. Energy Marketing L.P., owed $
1.3 million; and Howard Energy Marketing LLC, owed $ 1.1 million.

In the initial bankruptcy petition, Howard Energy was named as
Kimball Trading's largest creditor at $ 7.2 million. At the time,
Howard/Avista Senior Vice President Bruce Rizor told IFGMR that
the $ 7.2 million that Kimball Trading owed would disappear once
it was balanced against Kimball Trading's accounts receivable.

Many companies have opted not to speak publicly about the
bankruptcy proceeding while it is ongoing, according to officials
for several of the creditors, but others speculated off the
record on just how much creditors will be able to recover. ''Some
have said 50 cents or 25 cents on the dollar, but no one really
knows at this point,'' an official said, adding that there is
some money in the Kimball Trading estate.

Other energy companies owed less than $ 1 million, according to
the court, include Natural Gas Networking Inc., CMS Continental
Natural Gas Inc., Alliant Light Co.-Wisconsin Power & Light Co.,
WPS Energy Services Inc., Enron Capital & Trade Resources Corp.,
MidAmerican Energy Co., Reliant Energy Services Inc., ANR
Pipeline Co., ANR Storage Co., St. Clair Pipelines Ltd., Nova Gas
Transmission Ltd., Engage Energy US LLP, Consumers Energy Co.,
TransCanada PipeLines Ltd., Kimball Resources Inc., Kimball
Services Co. LLC, CoEnergy Supply Co., Big Sky Gas Marketing
Corp., Great Lakes Gas Transmission Co., KN Marketing L.P.,
Aquila Canada Corp., Northern States Power Co., Viking Gas
Transmission Co. and Stand Energy Corp. Other creditors include
financial institutions, government entities and individuals.


LOEWEN: Elects Paul Houston As Its CEO
--------------------------------------
VANCOUVER, B.C. -- December 1, 1999 -- The Loewen Group Inc.
(NYSE, TSE, ME: LWN), The Loewen Group Inc. announced that Robert
Lundgren has expressed his intention to step down as the
company's President and Chief Executive Officer effective
December 2, 1999. Paul Houston, a member of the Company's Board
and its Audit and Compensation Committees, has been selected by
the Board of Directors to replace Mr. Lundgren as President
and Chief Executive Officer.

Mr. Houston, prior to assuming his new position with The Loewen
Group, served as President and Chief Executive Officer of Scott's
Restaurants Inc., one of the largest food service operators in
Canada. He previously served as President of Black Photo
Corporation and as Senior Vice President and Chief Information
Officer of Scott's Hospitality Inc.


LOEWEN: Motion To Reject Agreements With Thomas Hardy
-----------------------------------------------------
The Debtors ask the Court to authorize rejection of an Employment
Agreement between Thomas Hardy. TLGI and LGII and Loewen Life
Insurance Group, Inc.  They also ask the Court to authorize
rejection of an Equity Incentive Agreement between LGII, Loewen
Life and Mr. Hardy.  Mr. Hardy is President and Chief Executive
Officer of Loewen Life.  He is also Chief Executive Officer of
the TLGI and LGII subsidiaries conducting life insurance
operations.  

The Employment Agreement provides that Mr. Hardy receives a base
salary equivalent to $200,00 annually for 1997, a base salary
equivalent to $250,00 annually for 1998, and a base salary for
subsequent years that is subject to annual adjustments at the
sole discretion of TLGI and LGII.  In addition, the Employment
Agreement provides that Mr. Hardy is entitled to other specified
consideration and benefits, including the Equity Incentive
Agreement.     

The Equity Incentive Agreement requires Mr. Hardy to issue to
LGII a nonrecourse promissory note in the original principal
amount of $10,000,000. In return, Mr. Hardy is entitled to a
percentage of the total consolidated net worth of Loewen Life and
certain of its subsidiaries (Percentage Interest). Both the
Percentage Interest owed Mr. Hardy and the principal amount of
his promissory note are adjusted upward or downward based upon
Loewen Life's return on equity.  The promissory note is payable
only by reducing any amount distributed to Mr. Hardy under the
Equity Incentive Agreement. Mr. Hardy is entitled to a cash
distribution under the Equity Incentive Agreement when he
exercises his Percentage Interest.  Mr. Hardy must exercise his
Percentage Interest if and when he is no longer employed by
Loewen Life.  In addition, Mr. Hardy may exercise his
Percentage Interest any time after December 31, 2001, or if there
is a both a change of control and certain specified changes in
the terms or conditions of his employment.

In a footnote, the Debtors "acknowledge that, standing alone, the
Hardy Equity Incentive Agreement may not be an executory
contract" that can be rejected under section 365 of the
Bankruptcy Act.  "Nonetheless," they seek to reject this
Agreement "out of an abundance of caution" and to "ensure that
Debtors' estates will not be subject to any ongoing
administrative expense liability to Hardy."           

The Debtors ask the Court to authorize rejection of the two
agreements as of the date of their Motion, November 30, 1999.  


MEDICAL RESOURCES: Steel Partners and Lichtenstein Report Stock
---------------------------------------------------------------
Steel Partners II, L.P. and Warren Lichtenstein hold 1,395,565
shares of common stock in Medical Resources Inc., with sole
voting and dispositive power over those shares.  This holding
represents 14.3% of the outstanding shares of common stock of
Medical Resources.

Steel Partners, L.L.C., a Delaware limited liability company, is
the general partner of Steel Partners II.  The sole executive
officer and managing member of Partners LLC is Warren
Lichtenstein, who is Chairman of the Board, Chief Executive
Officer and Secretary.  The principal business of Steel Partners
II and of Mr. Lichtenstein, is investing in the securities of
microcap companies.

The aggregate purchase price of the 1,395,565 shares of common
stock owned by Steel Partners II is $268,646 and were acquired
with partnership funds.  The company indicates it purchased the
shares based on its belief that the shares at current market
prices are undervalued and represent an attractive
investment opportunity.  Depending upon overall market
conditions, other investment opportunities available to Steel
Partners II, and the availability of shares of common stock at
prices that would make the purchase of additional shares, in its
opinion, desirable, Steel Partners II has indicated it may
endeavor to increase its position in Medical Resources through,
among other things, the purchase of shares of common stock on the
open market or in private transactions, through a tender  offer
or otherwise, on terms and at times it may deem advisable.


MEDICAL RESOURCES: TJS Parnership Divests Itself of Stock
---------------------------------------------------------
TJS Partners, L.P., TJS Management, L.P., TJS Corporation and
Thomas J. Salvatore have divested themselves of all former stock
holdings in Medical Resources Inc.  As of December 31, 1998, the
TJS partnership beneficially owned 1,395,565 shares. On December
9, 1999, the partnership disposed of an aggregate of 1,395,565
shares in a private transaction at $0.1875 for an aggregate sale
price of approximately $261,668.44.


METROTRANS: Files Voluntary Petition For Reorganization
-------------------------------------------------------
Metrotrans Corporation (OTC Bulletin Board: MTRN) announced today
that it has filed a voluntary petition for reorganization with
the United States Bankruptcy Court for the Northern District of
Georgia under Chapter 11 of the Federal Bankruptcy Code. The
Company's decision to seek Chapter 11 protection was due to
its continuing operating losses, past debts, and its inability to
obtain additional asset- based financing.  The Company continues
in possession of its property and continues to operate and manage
its business and financial affairs as a debtor-in-possession
under the supervision and orders of the United States Bankruptcy
Court for the Northern District of Georgia.  An interim financing
arrangement with Bank of America has been submitted for Court
approval which would allow the Company to maintain current
operations.  As previously announced, the Company engaged the
services of Legacy Securities Corporation in order to explore
strategic alternatives related to satisfaction of its
indebtedness, potentially including a sale of the business.  As a
result of Legacy's activities, interest has been shown by a
number of potential buyers in acquiring some or all of the
Company's assets in the near future, subject to Court approval.

Additionally, the Company announced that Patrick L. Flinn and
William C. Pitt III resigned from the Company's Board of
Directors effective December 14 and 17, 1999, respectively.

Metrotrans designs, manufactures and distributes shuttle and mid-
size touring buses through Company operated sales centers and
independent distributors in the United States and Canada and
Puerto Rico. (ABI 22-Dec-99)


MONDI OF AMERICA: Debtors To Act As Their Own Claims Agents
-----------------------------------------------------------
The debtors, Mondi of America, Inc. and its affiliates seek an
order authorizing the debtors to act as their own claims agents.

The debtors claims that they are capable of maintaining,
processing and docketing claims filed in the cases, and that they
will transmit notice to appropriate parties and disseminate
solicitation materials relating to a plan of reorganization.  The
debtors wish to perform these services on their own in order to
reduce expenses generated in the claims administration and plan
solicitation process.


NEXTEL: To Launch Hostile Bid for NextWave
------------------------------------------
Nextel Communications, Reston, Va., plans to launch a $8.3
billion hostile tender offer for NextWave Telecom Inc., a
wireless communications company that is operating under chapter
11 protection, The Wall Street Journal reported. Nextel submitted
its proposal to the Federal Communications Commission and
NextWave early yesterday; the plan includes a $5.3 billion
cash payment to the FCC. NextWave had bid on and won wireless
licenses from the FCC, but filed for bankruptcy protection after
failing to raise the investments to pay for them. NextWave
equity owners would receive $2.5 billion in Nextel common stock,
and NextWave creditors would be paid $500 million in cash.
NextWave, Hawthorne, N.Y., said, "NextWave is poised
to emerge out of bankruptcy with full funding, strategic business
partners and a network build-out plan. The only remaining issues
are policy matters that rest solely with the federal courts and
the government." Last week NextWave announced it has raised $1.6
billion from a group of investors to help it emerge from chapter
11, which it filed a year ago. NextWave said Nextel's bid is too
little too late. (ABI 22-Dec-99)


ONEITA INDUSTRIES: US Trustee Questions Trustee Election
--------------------------------------------------------
Albert Fried & Co LLC and Foothill Capital Corp, each pre-
petition non-priority unsecured creditors of Oneita Industries,
Inc. intend to file a motion for entry of an order resolving the
disputed election and confirming election of Murray Drabkin, as
Permanent Trustee.

The US Trustee's Office appointed Michael Joseph, Esq. to serve
as the interim trustee of the debtor's chapter 7 case. At the
initial 341 meeting, no representative of the debtor or from the
US trustee's Office attended the Initial 341 meeting.  At the
meeting, counsel to the creditors advised the Interim Trustee
that they wanted to conduct an election of a permanent trustee.  
Because of the circumstances, the Initial 341 Meeting was
adjourned.

At the adjourned meeting, the US Trustee called for nominations
of a permanent trustee.  The creditors nominated Murray Drabkin
as permanent trustee.  No other candidate was nominated.  Both
creditors voted for Drabkin.  The US Trustee now states that he
intends to dispute the election on the ground that the creditors
who voted for Drabkin hold interests that are materially adverse
to the interests of other creditors.


OPTEL INC: Seeks Extension To File Statement of Affairs
-------------------------------------------------------
The debtors, OpTel, Inc., et al. seek an extension of time to
file statement of affairs and schedules of assets, liabilities
and executory contracts.  The debtors seek an extension through
and including January 14, 2000.  

The debtors claim that this is a complex business organization
with far-flung business affairs such that compiling the
information needed for the Schedules and Statement of Affairs is
an enormous task, and the debtors believe that the requested
extension will provide the time necessary to complete the task.


PHILIP SERVICES: Light At the End of The Tunnel
-----------------------------------------------
American Metal Market reports on December 3, 1999 that Philip
Services Corp. said that it has U.S. and Canadian approvals in
hand for reorganization and emergence from bankruptcy, as well as
a $ 175-million loan commitment for working capital.

"With the approval of both (U.S. and Canadian bankruptcy) courts,
our management team and all our employees can now focus their
energy on building a profitable company," said Anthony Fernandes,
president and chief executive officer.

The loan commitment from Foothill Capital Corp. was need-for
reorganization confirmation, according to Hamilton, Ontario,-
based Philip Services.

The beleaguered company is set to trade a whopping $ 1 billion in
secured debt for $ 250 million in secured debt and $ 100 million
in convertible payment-in-kind notes. Secured lenders also will
get 91 percent of the newly issued 24 million shares in Philip
Services (Delaware) Inc. Unsecured creditors will get 5 percent.
The plan calls for more than $ 140 million in existing unsecured
debt to be converted into $ 48 million in payment-in-kind notes
and $ 18 million in convertible payment-in-kind notes.

Class-action claimants will get 1.5 percent of the new company,
other equity claimants will get 0.5 percent and existing
shareholders 2 percent.

Shareholders of record on the date of implementation will receive
a pro rata share of 480,000 common shares of the restructured
company, or one share for every 273 shares held.

Philip Services, the owner of such scrap traders and processors
as Cleveland-based Luria Brothers and Canton, Ohio,-based Luntz
Corp., filed a voluntary petition for Chapter 11 bankruptcy
protection and the Canadian equivalent in late June. The previous
year, the company had disclosed massive losses which it
attributed in large part to alleged unauthorized copper trading
by employees.

Robert Waxman, who had been president of the metal services
group, was the alleged leader of a group that incurred the losses
and has been sued by the company. Investigators, including the
Royal Canadian Mounted Police, are continuing to look at the
possibility that criminal activities were involved, a Philip
Services spokeswoman said.


SABRATEK: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Sabratek Corporation
   5111 North St. Louis Avenue
   Skokie, Illinois 60076


Petition Date: December 17, 1999 Chapter: 11

Court: District of Delaware      

Debtor's Counsel:
James H.M. Sprayregen
Matthew N. Kleiman
Kirkland & Ellis
200 East Randolph Drive
Chicago, IL 606011

Robert S. Brady
Young Conaway Startgatt Taylor, LLP
11th Floor, Rodney Square North
Wilmington, DE 19899-0391

Total Assets: $ 100,401,932.00
Total Debts: $ 104,649,229.00

20 LARGEST UNSECURED CREDITORS:

HSBC Bank USA, Indenture Trustee bondholder $  85,000,000.00
Lumn Lepco, Inc.      trade debt           638,240.00
KPMG Peat Marwick C.P.A.    financial services   610,000.00
Pharmaceutical Systems     trade debt       523,183.00
Medventure Technology     trade debt           496,055.00
Bull Hu Information Systems    trade debt          466,285.00
Diners Club International    revolving credit     391,272.00
Ross & Hardies      legal services       352,947.00
Steri-Pharm       trade debt           306,729.00
Olsten Staffing Services    employment services  297,582.00
VWR Scientific Incorporated    trade debt           290,548.00
Kendall Health Care Products    trade debt           283,085.00
Sago Builders      trade debt           253,598.00
First Industrial Realty Trust    trade debt       252,001.00
Lenner & Block      legal services       239,925.00
Onsite Commercial Staffing    trade debt           239,523.00
Aceraply, Inc.      trade debt          239,507.00
Lindner Air Conditioning    trade debt           183,987.00
Kramer, Levin, Naftalis & Frankel legal services 173,288.00
M & O Perry Industries, Inc.    trade debt         164,420.00


SANGA INTERNATIONAL: Files for Bankruptcy
-----------------------------------------
Java script pioneer Sanga International has filed for bankruptcy,
and Deloitte & Touche, which was helping to resolve claims
against Sanga, told creditors that settlement talks have fallen
apart and that Deloitte is removing itself from the process,
according to a newswire report. In its bankruptcy petition, the
company lists itself as a Barbados corporation that also went by
the names Sanga Canada, Sanga USA, Sanga New Zealand and Sanga
Research. It estimated assets and liabilities both to be between
$10 million and $50 million. Deloitte said a Canadian creditor
filed a petition in Toronto under the Bankruptcy and Insolvency
Act against Sanga Canada and Sanga Research. Settlement talks
were begun under an agreement struck in July between Sanga CEO
John Andrews, who had filed a lawsuit alleging fraud by Sanga's
co-founder, Shane Maine. Per the agreement, Andrews withdrew the
suit. Sanga had stopped paying some bills in the fall of 1998,
and some employees are owed back pay for as much as 10 months.
Andrews and Sun have been trying to salvage Sanga's assets, but
it is not clear how creditors will benefit. Sun, which has
provided office space inside its headquarters for Sanga for
several months, did not comment on the bankruptcy. (ABI 22-Dec-
99)


SIDANCO: Chernogorneft to Be Returned to Sidanco
------------------------------------------------
An agreement was signed today in Moscow between the principal
shareholders of Sidanco (BP Amoco, Interros and Kantupan
Holdings) and the principal shareholders of the Tyumen Oil
Company (Alfa Group and Access/Renova group).

As part of the agreement, Chernogorneft will be transferred free
of debt to the full ownership and control of Sidanco. Sidanco
shareholders intend to immediately implement an Amicable
Settlement Agreement to release the Sidanco holding company from
bankruptcy.

BP Amoco will remain a 10 percent shareholder in Sidanco and will
continue to provide senior management control to the holding
company and its subsidiaries.  Interros, Kantupan Holdings and
minority shareholders will together hold a 65 per cent interest
in Sidanco. The Alfa Group and Access/Renova group will jointly
acquire a 25 per cent plus one share interest in the company.

Sidanco and the Tyumen Oil Company have also agreed to jointly
evaluate the long-term management and development of the Samotlor
oil field in West Siberia through a joint venture. Operation of
the Samotlor field is currently divided between Chernogorneft and
a subsidiary of the Tyumen Oil Company. BP Amoco will
provide technical assistance to the project.

BP Amoco Group Vice President Ralph Alexander said:  "This
agreement significantly strengthens the Sidanco oil company and
fully reverses the adverse consequences of recent bankruptcy
proceedings against Chernogorneft. We believe this agreement
protects the interests of creditors and shareholders."

Interros President Vladimir Potanin welcomed the agreement and
said: "This outcome represents a significant step forward for
Sidanco and for all the parties to the agreement.  We believe
that this agreement provides Sidanco with a strong basis for
successful operations and future growth."

Alfa Group Chairman Mikhail Fridman welcomed the agreement and
said: "We view this transaction as beneficial to the long-term
strategic interests of both Tyumen Oil Company and Sidanco
shareholders.  We look forward to a mutually beneficial
relationship with our new partners."


SINGER COMPANY: Applies To Retain Colliers International
--------------------------------------------------------
The debtors, The Singer Company, N.V., et al. applied for
authority to employ and retain Colliers International as Global
Real Estate Consultant.


STERLING CHEMICALS HOLDINGS: Reports Financial Results
------------------------------------------------------
Sterling Chemicals Holdings Inc.'s only material asset is
investment in Chemicals, its primary operating subsidiary.
Chemicals owns substantially all of the consolidated operating
assets. Other than additional interest expense associated with
Sterling Chemicals Holdings 13 1/2% Notes, results of operations
are essentially the same as those of Chemicals.

The primary markets in which the company competes, especially
styrene and acrylonitrile, are cyclical.  As of September 30,
1999, the company's long-term debt, including current maturities,
totaled approximately $969 million.  The company admits that the
amount of its outstanding indebtedness is substantial and may
limit its ability to fund future working capital needs and
increase its exposure during adverse economic conditions.
Additionally, its debt level could prevent
it from fulfilling its obligations under its indebtedness.

For its fiscal year ended September 30, 1999, the company reports
revenues of $720,752 with resulting net losses of $112,712.  In
the prior fiscal year ended September 30, 1998 the company's
revenues were $822,590 with net losses sustained of $48,579.


TAPISTRON INTERNATIONAL: Reports Increased Revenues
---------------------------------------------------
Tapistron International, Inc. reports that revenues for the three
months ended October 31, 1999 were $2,815,805 compared with
$1,096,232 for the three months ended October 31, 1998. According
to the company the increase in revenues was as a result of the
successful introduction of the new CYP machine technology. The
company developed new cutting attachments that allow customers to
produce cut pile, level loop, high-low loop, and cut loop product
all on the same machine.

As a result of the increased quarterly revenues the company
reported net profit for the period of $618,661 while in the same
quarter of 1998 the company experienced net losses of 278,179.


UNITRON MEDICAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor:
Unitron Medical Communications, Inc.
17757 U.S. 19 North #600
Clearwater, Florida 33764

Petition Date:  December 17, 1999    
Chapter: 11

Court:  District of Delaware      

Debtor's Counsel:
James H.M. Sprayregen
Matthew N. Kleiman
Kirkland & Ellis
200 East Randolph Drive
Chicago, IL 606011

Robert S. Brady
Young Conaway Startgatt Taylor, LLP
11th Floor, Rodney Square North
Wilmington, DE 19899-0391


20 Largest Unsecured Creditors:

ProxyMed, Inc.                trade debt    $ 375,000.00
Compaq Computer Corporation trade debt        88,071.95
Group Practice Consultants trade debt        50,000.00
Health Care Recruiters Int'l trade debt       40,750.00
Knowledge Circle, LLC  trade debt  40,300.00
Line Capital, Inc.  trade debt       39,918.98
Comark Corp Sales, Inc.       trade debt       32,905.15
Mediacentric Group   trade debt       31,800.00
HBO & Company   trade debt       30,495.00
AppleOne Employment Services trade debt       27,422.00
United Healthcare of Florida trade debt       21,932.93
GTE Florida    trade debt       20,302.97
Marvin L. Sponaugle  trade debt       20,000.00
8X8 Incorporated   trade debt       19,681.56
HIE     trade debt  15,950.00
VitaCare Solutions  trade debt       12,500.00
National Computer   trade debt       10,600.00
Information Architecture Group trade debt  10,350.09
Comp USA, Inc.   trade debt   8,707.66
Joglin & Associates, P.A. trade debt        7,764.60


WESTERN DIGITAL: Offers Over 1.8 million Shares To Investor
-----------------------------------------------------------
Western Digital Corporation is offering 1,812,752 shares of its
common stock to an institutional investor. The common stock will
be purchased at a negotiated purchase price of $3.5857084 per
share. This price reflects the average of recent trading prices
of the company's common stock on the New York Stock Exchange, net
of a 4.25% discount. Western Digital will not pay any commissions
or other compensation in connection with this sale of its
common stock.

The net proceeds to the company from this offering will be
$6,500,000. and Western Digital has indicated it plans to use the
net proceeds for general corporate purposes, including working
capital.

For a prospectus and risk factors on the offering access
http://www.sec.gov/cgi-bin/srch-edgar?0000892569-99-003264on the  
Internet, free of charge.


WORLDWIDE DIRECT: Committee Taps E&Y Restructuring
--------------------------------------------------
The Official Committee of Unsecured Creditors of Worldwide
Direct, Inc., et al., applied for authority to employ E&Y
Restructuring LLC as restructuring and reorganization accountants
and financial advisors for the Committee.

The services to be performed by the firm include:

Advise and assist the Committee, and provide certain assistance
tot he debtors, with analysis and in negotiations related tot he
proceeds due to the debtors under the agreement between the
debtors and AT&T Corp. to sell substantially all of the assets of
the debtors' estates;

Analyze asset recovery strategies including liquidation of assets
not purchased by AT&T and preparation of preliminary recovery
estimations to enhance the liquidation value of assets and reduce
related expenditures in order to increase recovery to unsecured
creditors;

Analyze potential cash flow risks and opportunities in order to
aid the Committee to effectively monitor and evaluate the
debtors' operations;

Analyze bankruptcy schedules and reports including the monthly
operating report

Advise and assist the Committee with analysis of claims matters;

Advise and assist the Committee with the preparation of the plan
of Reorganization/Liquidation in order to enhance returns to
unsecured creditors, including analysis of issues, such as
substantive consolidation and tax structuring;

Analyze employment contract and compensation issues and their
potential impact on unsecured creditors, including analysis of
employee severance, retention, pension and bonus programs;

Analyze the financial impact of legal issues;

Participate in meetings and conference calls with the Committee,
its counsel and representatives of the debtors to discuss
financial, operational and strategic issues in conjunction with
enhancing the recovery to unsecured creditors; and

Analyze documents including court filings, Committee
correspondence, debtors' contracts, and other correspondence to
assist and advise the Committee regarding related issues.
                    *********

A listing of Meetings, Conferences and Seminars appears each
Tuesday in the TCR.

Bond pricing, appearing each Friday, is supplied by DLS Capital
Partners, Dallas, Texas.  

                  *********

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

Troubled Company Reporter is a daily newsletter, co- published
by Bankruptcy Creditors' Service, Inc., Trenton, NJ, and Beard
Group, Inc., Washington, DC.  Debra Brennan, Yvonne L. Metzler,  
Marlen O. Del Mar and Ronald Ladia, 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
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firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
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