TCR_Public/9611142.MBX




InterNet Bankruptcy Library - News for November 14, 1996






Bankruptcy News For November 14, 1996 (Pg. 2)



  1. Kelley Oil & Gas Corporatoin reports improved third quarter and nine-months' results

  2. MBf USA, Inc. Reports Third Quarter Results

  3. Pacific Rehab reports third-quarter results including loss due to special charges, and agreement to acquire
    two Oregon clinics

  4. Petroleum Heat and Power Co., Inc. announces 1996 nine month and third quarter results

  5. Seragen, Inc. Reports Third Quarter and Nine Months Results

  6. StarBase Corp. Announces Results of Operations for the Quarter and Six Months Ended Sept. 30, 1996

  7. Welcome Home, Inc. Reports Financial Results




Kelley Oil & Gas Corporatoin reports improved third quarter and nine-months' results


HOUSTON, TX--Nov. 14, 1996--KELLEY OIL & GAS CORPORATION (Nasdaq NM:KOGC) (the
"Company") today reported (on a consolidated basis) significant improvements in its third quarter and
nine-months' 1996 operating results. The Company's consolidated operations during the third quarter resulted in
total revenues of $15.7 million and a net loss of $1.9 million ($0.02 per share of common stock) compared to the
1995 third quarter total revenues of $9.0 million and a net loss of $11.3 million ($0.30 per share of common
stock). Consolidated operations for the nine months of 1996 resulted in total revenues of $42.2 million and a net
loss of $12.3 million ($0.14 per share of common stock) compared to 1995 nine months' pro forma total revenues
of $31.0 million and a net loss of $33.2 million ($0.90 per share of common stock). The Company's results for its
nine months of 1996 include a restructuring charge of $2.0 million. Consolidated cash flows from operating
activities (before net changes in operating assets and liabilities) were $9.1 million for the nine months ended
September 30, 1996 as compared to $0.2 million pro forma for the comparable 1995 period.


Operating Results

The Company's consolidated production for the third quarter of 1996 totaled 6.3 billion cubic feet ("Bcf") of gas
and 60.8 thousand barrels of oil and condensate, or a total of 6.7 Bcf on an equivalent basis ("Bcfe"), a 49%
increase over 4.5 Bcfe for the same period in 1995. Consolidated production for the nine months of 1996 totaled
16.2 Bcf of gas and 181 thousand barrels of oil and condensate, or a total of 17.3 Bcfe, a 9% increase over 15.8
Bcfe for the same period in 1995.


During the third quarter of 1996, six rigs were drilling on Kelley operated properties, a continuation of the
second quarter 1996 when the rig level was increased from one rig to six. In the third quarter, a total of 24 gross
(11.9 net) wells were commenced (spudded) in north Louisiana, and for the first nine months of 1996, a total of
48 gross (24.1 net) wells were spudded in north Louisiana. This 1996 spudding rate is more than twice the
comparable 1995 rate.


Comments

John Bookout, Chief Executive Officer, stated, "We have seen substantial production growth during the third
quarter of this year, the result of our increased development drilling activity on north Louisiana properties." He
also stated, "We are continuing to reduce costs to achieve and maintain an efficient cost structure, having reduced
operating expenses by 25% on an Mcfe basis and north Louisiana development well costs by 15% during this
year. These lower costs, increased production rates and improved product prices resulted in improved cash
flows from operating activities." He added, "The property acquisition previously disclosed during the third
quarter increased the Company's estimated proved reserves as of January 1, 1996 by about 15%. Further, the
Company expects to have a joint venture exploration partner by the end of the year to join in evaluating and
drilling its south Louisiana exploration block."


The Company is an independent oil and gas company with its properties located primarily in Louisiana. The
Company's common and preferred stock are traded on the Nasdaq National Market under the symbols KOGC and
KOGCP.


                        Kelley Oil & Gas Corporation
                         Condensed Income Statements
                   ($ in thousands, except per share amounts)
                                (Unaudited)
         

                                                                                      
                                            Three Months Ended
                                               September 30,      
                                                                                      

                                          1996              1995   
        

        Income Statement Data:
        Oil and gas revenues               $   14,878           7761
        Gas marketing revenues, net(a)            370            247
        Gain on sale of oil and gas
         properties                               ---            777
        Interest and other income                 409            187
        Total revenues                     15,657          8,972
        Production expenses                     2,471          2,904
        Exploration costs                       1,163          3,044
        General and administrative expenses     2,124          1,326
        Interest and other debt expenses        6,067          6,045
        Depreciation, depletion and
         amortization                           5,740          6,963
        Net loss                               (1,908)       (11,310)
        Net loss per common share                (.02)          (.30)
        Average primary shares outstanding     97,797         43,668
        -0-
        

                                     Nine Months Ended September 30,  
                                      1996         1995        1995  
                                             Pro Forma(a)           
        

        Income Statement Data:
        Oil and gas revenues            $ 40,201      28,792      26,284
        Gas marketing revenues, net(b)     1,078         679         677
        Gain on sale of oil and
         gas properties                     ---          777         777
        Interest and other income            938         732         727
           Total revenues                 42,217      30,980      28,465
        Production expenses                7,638       8,365       7,739
        Exploration costs                  4,216      10,863      10,523
        General and administrative
         expenses                          6,950       4,714       4,346
        Interest and other debt expenses  18,376      15,944      15,137
        Restructuring expense              2,000        ---         ---
        Depreciation, depletion and
         amortization                     15,293      24,303      23,704
        Net loss                         (12,256)    (33,209)    (32,984)
        Net loss per common share           (.14)       (.90)       (.94)
        Average primary shares
         outstanding                      87,368      42,936      40,141
        

        (a) Reflects the pro forma for consolidating the equity interests in
        Kelley Oil Corporation and Kelley Oil & Gas Partners, Ltd.  on
        February 7, 1995.  
         

        (b) Previously, gas marketing revenues and the related cost of gas 
        sold have been separately stated.  
        -0-
                        Kelley Oil & Gas Corporation
                       Summary Production Information
         

                                Three Months            Nine Months
                             Ended September 30,     Ended September 30,
                              1996        1995      1996      1995     1995  
                                                       Pro Forma
        Average sales prices:
          Gas ($/Mcf)           $  2.20       1.63      2.27      1.69
        1.68
          Oil and condensate
           ($/Bbl)                21.18      17.49     21.29     17.53
        17.64
          Mcfe ($/Mcfe)            2.27       1.76      2.35      1.82
        1.81
         

        Average daily production:
          Gas (Mmcf)                 69         44        59        52
        48
          Oil and condensate
           (Bbls)                   660        803       661       998
        894
          Mmcfe                      73         49        63        58
        53
         

        Total production:
          Gas (Mmcf)              6,317      4,020    16,221   14,178
        13,099
          Oil and condensate
           (Mbbls)                   61         74       181      273
        244
          Mmcfe                   6,682      4,463    17,307   15,813
        14,564
         

        Operating costs per Mcfe:
         Lease operating expenses   .28        .55       .35      .42
        .42
          Severance taxes           .09        .10       .09      .11
        .11
          General and administrative
           expenses                 .32        .30       .40      .30
        .30
          Depreciation, depletion and
        amortization            .86       1.56       .88     1.54      1.63
        -0-
                          Kelley Oil & Gas Corporation
                            Condensed Balance Sheets
                                 (In thousands)
          

                                                                                      
                                     September 30,      December 31,
                                         1996              1995   
                                      (Unaudited)
        Assets
          Current assets                  $   22,845          22,697
          Properties and equipment, net      155,502         128,642
          Other assets                         1,074               3
         

        Total assets                  $  179,421         151,342
         

        Liabilities and Stockholders' Deficit
        

          Current liabilities             $   39,907          31,930
          Long term debt                     153,349         164,980
          Stockholders' deficit              (13,835)        (45,568)
         

        Total liabilities and stockholders' 
         deficit                          $  179,421         151,342
        -0-
        

                         Kelley Oil & Gas Corporation
                       Condensed Statements of Cash Flows
                              ($ in thousands)
                                (Unaudited)
         

                                                                                      
                                     Nine Months Ended
                                       September 30,      
                                    1996           1995   
         

        Net Loss                     $ (12,256)      (32,984)
        Adjustments to reconcile
         net loss to net cash
         used in operating activities:
          Depreciation, depletion and
           amortization                 15,293        23,704
          Debt accretion and
         amortization                    4,042         2,494
          Other                          2,070         4,799
        Cash flow from operations
         before changes in
         operating assets and
         liabilities                     9,149        (1,987)
          Net changes in operating
           assets and liabilities       (1,087)          626
        Net cash provided (used in)
         operating activities            8,062        (1,361)
         

        Investing Activities:
        Purchases of property and
         equipment                     (41,402)      (32,295)
        Other                              530         8,806
        Net cash used in investing
         activities                    (40,872)      (23,489)
         

        Financing Activities:
        Net proceeds (payments) from
         borrowing activities          (15,000)       10,440
        Net proceeds from equity
         activities                     43,989        11,447
        Net cash provided by financing
         activities                     28,989        21,887
         

        Increase (decrease) in cash 
         and cash equivalents           (3,821)       (2,963)
         

        Cash and cash equivalents, 
         beginning of period             6,352         9,268
         

        Cash and cash equivalents, 
         end of period               $   2,531         6,305



CONTACT: Frances Gomulka Manager, Investor Relations (713) 652-5200




MBf USA, Inc. Reports Third Quarter Results


ITASCA, Ill.--November 14, 1996--MBf USA, Inc. (The Nasdaq SmallCap Stock Market: MBFA) today
announced unaudited financial results for theits third quarter and nine months ended September 30, 1996. (See
Attached Tables).


For the three months ended September 30, 1996, MBf USA's revenues increased 4.8% over the same period in
1995 to $12,933,782, due primarily to improved sales by its Chicago-based American Health Products
Corporation ("AHPC") subsidiary, one of the nation's leading suppliers of latex examination gloves to the
medical market. Gains by AHPC allowed the Company to reduce the net loss for the three month period to
$274,228, or $0.07 per share, as compared to last year's third quarter net loss of $417,320, or $0.18 per share.


For the nine month period ended September 30, 1996, revenues increased by over 12% to $36,264,217 from
$32,269,683 for the comparable period of 1995. For the year-to-date, MBf USA had a consolidated net loss of
$1,004,218, or $0.31 per share versus a loss of $4,712,928, or $2.01 per share for the same period last year.
This loss was due to continued costs associated with the Company's introduction of Playboy(R) condoms in
international markets and its low sales volume. The prior period included a restructure charge of $1,808,757
related to its management and business restructuring which was completed by June 30, 1995.


Mr. Heng Sewn Loi, Chairman, stated, "AHPC and MBf USA's 70% owned Indonesian glove plant, PT MBf
Buana Multicorpora, continued to make profits contribution during the third quarter of 1996. The Company has
reached an amicable settlement with Playboy Enterprises, Inc. to exit the Playboy(R) condom business. With this
agreement, the Company expects the financial performance to improve from now on as it will focus on
developing the profitable glove business." Mr. Edward J. Marteka, President, said, "Glove sales continue to
remain strong with solid gains in higher margin product mix. The Company is well poised to focus on our
profitable glove business now that the agreement to exit the condom business is finalized."


MBf USA Inc. and its subsidiaries market Glovetex(R) brand and OEM medical examination gloves in the United
States.


This press release contains forward looking statements which involve numerous risks and uncertainties. The
Company's actual results could differ materially from those anticipated in such forward looking statements as a
result of certain factors, including those set forth in the Company's filings with the Securities and Exchange
Commission.


                                   MBf USA, Inc.
                     Consolidated Statements of Operations
                                  (unaudited)
                                       

                  For the Three Months Ended   For the Nine Months Ended
                          September 30,              September 30,
        

                       1996         1995           1996          1995
        

        Revenues         $12,933,782  12,338,706  $36,264,217   $32,269,683
        

        Loss from                                                         
         continuing
          operations        (274,228)   (437,807)  (1,004,218)   (4,645,196)
                                                                      

        Income (Loss)
         from discontinued
          operations             --       20,487          --        (67,732)
        

        Net (Loss)         $(274,228)  $(417,320) $(1,004,218)  $(4,712,928)
                                                               

        Net (Loss) 
         Per Share            $(0.07)     $(0.18)      $(0.31)       $(2.01)
        

        Total Weighted                                                     
         Average Shares
          Outstanding      3,938,200   2,347,280    3,257,730     2,347,280
        

CONTACT: MBf USA, Inc. Heng Sewn Loi, Chairman Edward J. Marteka, President Stephen Tan, Chief
Financial Officer (630) 285-9191 or MBf USA's INVESTOR RELATIONS COUNSEL: The Equity Group Inc.
Tripp Whetsell (212) 836-9613 Linda Latman (212) 836-9609




Pacific Rehab reports third-quarter results including loss due to special charges, and agreement to acquire two
Oregon clinics


PORTLAND, Ore.--Nov. 14, 1996--Pacific Rehabilitation & Sports Medicine Inc. (Nasdaq: PRHB) today
announced a loss of $4,829,000, or $0.58 per share, for the three months ended Sept. 30, 1996, as a result of
$6,719,000 ($5,070,000, or $0.61 per share, after taxes) in special charges recorded during the quarter for
additional contractual and bad debt allowance provisions, restructuring expenses, provision for loss on sale of
Texas clinics and settlement of claims.


Adjusting for these charges, net earnings were $241,000, or $0.03 per share, for the third quarter, which
compared to earnings of $0.02 per share for the same period in 1995. Net revenues for the quarter decreased
19% to $8,102,000, compared to prior year revenues of $10,039,000, for the same period in 1995.


Excluding the effect of the special contractual allowance charge to net revenues, the net revenues for the third
quarter would have been $10,204,000, an increase of 1.6% over the same period in 1995. Gross profit decreased
55% for the quarter to $1,690,000 compared to $3,726,000 for the comparable period in 1995.


Bill Barancik, president and CEO of Pacific Rehab, stated, "As we frequently have said, our objective was to
enter the fourth quarter with all one-time charges behind us and the company ready to build on a solid base of
current operations. As anticipated during the third quarter, we consolidated or closed four clinics in California,
shifted California billing and collection operations to our Nevada regional center, and prepared for the sale of
our two clinics in Texas.


"California lost $118,000 in the third quarter and Texas lost $34,000. With these changes, resulting in a one-time
restructuring charge of $1,490,000 ($966,000, or $0.12 per share after taxes) for California, and a provision for a
loss on the sale of the Texas clinics of $880,000 ($805,000, or $0.10 per share after taxes), we believe we have
eliminated all systematically unprofitable clinics in the company.


"It will take us until the first quarter of 1997 to completely return California to profitability, and by that time, we
expect each of our current 66 clinics to be profitable. We intend to apply the same emphasis on marketing and
productivity to California as we have to Hawaii. After clinic closings, staff reductions, and a one-time
restructuring charge in the second quarter, Hawaii is on track with our plans, and, in fact, has returned to
profitability beginning with the month of August, 1996 after sustaining a loss of $350,000 in the first half of
1996."


Commenting further, Barancik added, "We also incurred a charge of $985,000 ($924,000, or $0.10 per share
after taxes) in the third quarter to settle the claims of certain shareholders resulting from the company's inability
to register their shares within certain time frames. Because of the previous pending merger with Horizon/CMS
Healthcare Corp. that was terminated on April 2, 1996, the company was unable to effect the registration of these
shares as required by the related clinic acquisition agreements.


"Finally, as a result of our increased emphasis on cash collections and better visibility into accounts receivable
over the last few months, including a new analytical tool that provides data by financial class and payor, we
concluded we were under reserved in California, Nevada, Texas, and Florida on the contractual allowance
percentage applied to gross revenues, and on bad debts.


"We incurred a special charge in the third quarter for these under-reserved accounts receivable in the amount of
$2,102,000 against net revenues and $1,262,000 against bad debt expense. This charge relating to the contractual
allowance will also have a 'going forward' effect in future quarters of approximately $100,000 on net revenue
and pre-tax income. Our earnings in the third quarter were approximately $0.03 per share after taxes, without
consideration of the above charges. Because of the 'going forward' effect of the special accounts receivable
charge, we are now estimating fourth quarter earnings per share of $0.04 to $0.05, based on approximately the
same number of equivalent shares outstanding.


"Again, as was our goal, we are entering the fourth quarter with no anticipated additional one-time special
charges or with any clinics that need to be closed or consolidated."


As previously announced, the company retained the investment banking firm of Shipley Raidy Capital Partners,
LP, to pursue a private placement of debt that will enable the company to replace its senior lender and provide
necessary cash for working capital purposes and strategic acquisitions. While no agreements were reached with
prospective lenders or institutional investors, based on discussions to date and proposals received, the company
believes that a replacement credit facility and additional equity or debt capital would have been secured on
acceptable terms.


Upon announcement on Oct. 30, 1996, of the current discussions with Horizon/CMS concerning the possible
acquisition of the company, the lenders and institutional investors with whom the company was negotiating to
provide a replacement line of credit and subordinated debt suspended negotiations pending the outcome of the
Horizon/CMS discussions.


The company has also been negotiating with an investor to provide approximately $3,000,000 in convertible
notes or preferred stock financing, and that investor remains interested in effecting the investments. Should the
Horizon/CMS acquisition not be consummated, the company will re-initiate discussions with these prospective
lenders and institutional investors immediately.


On Oct. 30, 1996, the company entered into an agreement to acquire two additional clinics in Oregon. The
closing of the acquisition is expected to occur in the first quarter of 1997.


Commenting on this acquisition, Barancik stated, "We are delighted to be able to demonstrate that the company is
back in an acquisition mode. Acquisition of these two clinics not only helps expand our Oregon geographic
coverage leading to a state-wide network, but also adds an experienced senior manager to our team."


Even with the 'going forward' effect of increasing the reserves for contractual allowance, the company is still
expecting earnings per share of $.35 to $.40 in 1997, including acquisitions, but exclusive of any extraordinary
charges, and based on approximately the same number of equivalent shares outstanding.


Pacific Rehab also announced net revenues of $28,867,000, gross profit of $9,648,000 and a loss of $7,511,000,
or $0.92 per share, for the nine months ended Sept. 30, 1996, of which approximately $1.01 per share is
attributable to the special charges recorded for the additional contractual and bad debt allowance provisions,
Hawaii and California restructuring expenses, non-recurring merger termination expenses, provision for loss on
sale of the Texas clinics and settlement of claims in the second and third quarters.


Adjusting for the special charges, net earnings were $762,000, or $0.09 per share, for the nine month year-to-date
period. Compared to the same period in 1995, net revenues increased 16% and gross profit decreased 12%.
Excluding the effect of the special contractual allowances charge to net revenues, the net revenues for the period
would have been $30,969,000, an increase of 24.4%.


On Oct. 30, the company announced that it is in discussions concerning the possibility of a merger of the company
with Horizon/CMS Healthcare Corp. (NYSE:HHC) at a price of $6.50 per share in cash. The company
emphasized that discussions are on-going and that no definitive agreement has been reached with respect to any
terms of a transaction. There is no assurance that any definitive agreement will be reached, or if a definitive
agreement is reached, that the potential merger will be successfully completed. Any definitive agreement, if
reached, will be subject to the satisfaction of regulatory and other conditions.


Pacific Rehab provides outpatient physical therapy services at 66 outpatient rehabilitation clinics in Washington,
Oregon, California, Hawaii, Nevada, Arizona, Mississippi, Florida and Maryland.


Forward Looking Statements. The foregoing information contains forward-looking information about the
company, including those that relate to the company's projected earnings for the periods indicated. These
forward-looking statements are based upon certain assumptions and are subject to a number of risks and
uncertainties. Actual results could differ materially from these forward-looking statements.


Important factors to consider, many of which are beyond the company's control, in evaluating such
forward-looking statements, include the assumptions that (i) the company will not be acquired by Horizon/CMS
Healthcare Corp.; (ii) the company will be able to comply with the terms and conditions of its credit facility and
be able to renew or replace its credit facility upon expiration on favorable terms; and (iii) additional debt or
equity capital, as needed, will be available and on terms acceptable to the company; (iv) the company will not
experience unanticipated working capital or other cash requirements; (v) no further extraordinary charges and
adjustments will need to be reflected in the company's financial statements and results of operations; (vi) the
outpatient rehabilitation market will continue to grow and consolidate and the company will be able to
consummate a limited number of strategic acquisitions on favorable terms; (vii) managed care organizations will
continue to grow and control more patient referrals, such organizations will continue to demand that providers of
outpatient rehabilitation services have a regional presence, and the company will continue to be able to retain
existing contracts and obtain new contracts with managed care organizations; (viii) changes in federal and state
legislation and regulations will not further adversely impact the ability of physicians to refer patients to the
company's clinics; (ix) reimbursement and utilization rates for the company's therapy services will not be
significantly reduced; and (x) the company's marketing efforts will continue to be successful.


Investors are directed to the company's filings with the Securities and Exchange Commission, which are
available from the company without charge, for a more complete description of the risks and uncertainties
relating to the company.


Investors are directed to the company's Annual Report on Form 10-K (as amended by Amendment No. 2 on Form
10-K/A filed July 11, 1996) for the year ended Dec. 31, 1995, the company's Quarterly Reports on Form 10-Q
for the quarters ended March 31, 1996, June 30, 1996, and Sept. 30, 1996, the company's Registration Statement
on Form S-3 (Reg. No. 333-306), and the company's Current Reports on Form 8-K dated April 2, April 15, July
1, July 17, Sept. 16 and Oct. 30, 1996, all of which are available without charge from the company, for a more
complete description of the risks and uncertainties relating to the company.


           Pacific Rehabilitation & Sports Medicine Inc. and Subsidiaries
         Consolidated Statements of Operations Data (Unaudited)
                 (In Thousands, Except Per-Share Data)
        

                            For the three months      For the nine months
                                   ended                     ended
                                   Sep 30,                   Sep 30,
        

                              1996         1995         1996        1995
        

        Net revenues              $8,102       $10,039   $28,867
        $24,903    
        Gross profit               1,690         3,726     9,648
        10,912      
         Selling, general and
          administrative
           expenses                1,815         1,855     5,450
        4,960     
         Bad debt expense          1,835           583     3,082
        1,528
         Depreciation and
          amortization               511           568     1,592
        1,327
         Restructuring expenses    1,490            --     5,000          --
         Operating income (loss)  (3,961)          720    (5,476)
        3,097  
                   

         Interest, net              (553)         (393)   (1,459)
        (718)
          Non-recurring merger
           termination                  
             expenses                --            --       (975)
        --         
          Provision for loss on sale
           of Texas clinics         (880)          --       (880)         --
          Settlement of claims      (985)          --       (985)         --
        Nonoperating income
          (expense)               (2,418)         (393)   (4,299)
        (718)
        Earnings (loss) before
          income taxes            (6,379)          327    (9,775)
        2,379
        

        Net earnings (loss)       (4,829)          141    (7,511)
        1,382
                                                                          

        Per share data:
         Fully diluted        ($0.58)        $0.02    ($0.92)       $0.18
           Weighted average number
         of shares:
         Primary               8,287         8,280     8,181        7,855
             Fully diluted         8,287         8,872     8,181
        8,190         
                   Net earnings (loss):
         Primary              ($0.58)        $0.02    ($0.92)       $0.18

                         Consolidated Balance Sheet Data (Unaudited)
                                         (In Thousands)
        

                                                         Sep 30, 1996    
        

        Cash                                                    $    640
        Accounts receivable, net                                  11,289
        Net deferred tax asset                                     1,103
        Other current assets                                       1,659
              Total current assets                            14,691
        Property and equipment, net                                2,357
        Intangible and other assets                               45,982
        Total assets                                              63,030
        

        Current maturities of long-term obligations                8,443
        Notes payable and other obligations                          728
        Line of credit                                            11,675
        Accrued income taxes                                         411
        Other current liabilities                                  5,731
              Total current liabilities                       26,988   
        Notes payable and other obligations, less                    
          current portion                                            334
        Net deferred tax liability, less current                   
          portion                                                  1,003
        Long-term obligations, less current                       
          maturities                                               1,136
         Total liabilities                                    29,461
        Shareholders' equity                                      33,569
         Total liabilities and shareholders'
           equity                                            $63,030
        

CONTACT: Pacific Rehabilitation & Sports Medicine, Inc. Bill Barancik or William A. Norris, 503/222-4191




Petroleum Heat and Power Co., Inc. announces 1996 nine month and third quarter results


STAMFORD, Conn.--Nov. 14, 1996--Petroleum Heat and Power Co., Inc. (Nasdaq: HEAT) ("Petro") announced
today operating and financial results for the nine-month and three-month periods ended September 30, 1996.


For the nine months ended September 30, 1996, Earnings Before Interest, Taxes, Depreciation and Amortization
(EBITDA) for Petro's core heating oil business increased 33% to approximately $28.5 million, excluding
restructuring and brand identity costs associated with the Company's regionalization of its Long Island operations.
This improvement was primarily due to home heating oil volume increasing 19% to 323 million gallons and sales
growing 27% to $422 million, both of which represent record levels for the first nine months of any year. This
growth was primarily due to the return to more normal temperatures in 1996, coupled with the addition of volume
from the sixteen retail heating oil companies acquired by Petro since the beginning of 1995. The increase in
EBITDA was also favorably impacted by a 4.6% decline in per unit operating costs resulting from economies of
scale associated with the increased volume.


In 1995, operating results for Petro's propane business were included in the Company's financial statements on a
consolidated basis until December 20, 1995 when those businesses were transferred to Star Gas Partners, L.P.
(Nasdaq: SGASZ). Since then, they have been accounted for by the equity method. Accordingly, EBITDA for the
first nine months of 1996 does not include Star Gas' results.


The Company's measure of cash flow, Net Income plus Depreciation and Amortization (NIDA), increased
significantly during this nine month period from a loss of $0.5 million in 1995 to a positive $7.1 million before
restructuring and brand identity expenses in 1996. This was due both to the increase in heating oil EBITDA and a
15% reduction in interest expense resulting from the repayment of debt with a portion of the proceeds received
from the Star MLP. For the nine months ended September 30, 1996, the Company's net loss before regionalization
costs improved 32% due to higher heating oil EBITDA and lower interest expense.


The summer quarter ended September 30, is a non-heating period in which the Company traditionally reports
financial losses. Excluding brand identity charges, home heating oil EBITDA declined 14%, from a loss of $19.5
million in 1995 to a loss of $22.2 million in 1996. This was due to the Company's larger size as well as the
impact on gross profits from the rise in wholesale home heating oil costs in the third quarter and the Company's
marketing decision to partially absorb them. However, NIDA improved 1.6%, and the net loss was reduced by
2.8% primarily due to a reduction in interest expense.


In commenting on the Company's performance, Irik P. Sevin, Petro's president, said, "We are, of course, very
pleased with the year-to- date financial performance which reflects both very attractive volume growth resulting
from the return to more normal temperatures and the continued success of our acquisition program as well as our
ability to contain operating costs and achieve economies of scale associated with the volume expansion.
However, of even greater significance has been our success in restructuring Petro to take advantage of the
significant opportunities to operate more efficiently, customer sensitively and to create a brand identity among
home heating oil consumers.


"As previously announced, on May 13, 1996 Petro centralized the customer service, sales, credit and accounting
functions previously performed at five full-functioning branches on Long Island into one regional, state-of-the-art
customer service center. On August 19, 1996, all field operations previously conducted at those five locations
were consolidated into three strategically located depots at which point the Company commenced conducting all
its activities previously carried out under eight different trade names under one brand identity - `PETRO.'


"While it has been just a short time since the full consolidation was completed, we are very pleased with the
results to date for the following reasons: First, it appears as though the Company has experienced virtually no
customer losses as a result of the modification of its name. In fact, the marketing campaign that has been started in
an effort to develop a brand image has resulted in an increase of 7% in the number of new customers on Long
Island in October. In addition, indications are that the Company's new telephone number - `1-800-OIL-HEAT' - is
experiencing increasing usage and can become a very effective tool in creating recognition. Second, while again
it is early, October suggests that the Company is achieving operating efficiencies in providing heating equipment
repair and maintenance service, oil delivery, as well as sales force effectiveness. Finally, and probably most
importantly, our employees are enthusiastic about the changes that have taken place. Given the very labor
intensive, service oriented nature of our business, the relatively high morale among our Long Island employees is
extremely pleasing.


"Based on the very positive, although early results, from our experience on Long Island, we announced in
October the formation of a Mid-Atlantic region, which will begin operating in early 1997. This region will
encompass ten of our branches, located from New Jersey to Washington, DC and will service approximately
125,000 customers.


"We are very pleased that despite the resources that have been devoted to the Long Island consolidation, our
heating oil acquisition program has continued to provide the Company with attractive growth. Since the beginning
of September, we purchased five home heating oil distributorships consisting of 9.3 million gallons of annual
volume. The timing and location of these acquisitions are extremely advantageous to the Company as they have
been completed prior to the winter heating season and add additional high-margin, retail customers in regions
where we have an operating presence. Including these acquisitions, Petro has acquired the operations of nine
companies thus far in 1996, with aggregate annual volume of 31.6 million gallons of retail heating oil.


"Finally, Star Gas continues its efforts to maximize the value to its equity holders, including Petro. To date, Star
has received indications of interest from a number of potential acquirers and merger partners and is pursuing
discussions with them in its continued investigation of strategic alternatives."


Petroleum Heat and Power Co., Inc. is the largest retail distributor of home heating oil in the nation, serving
approximately 400,000 customers in the Northeast and Mid-Atlantic states, including the metropolitan areas of
Baltimore, Boston, Hartford, New York, Providence and Washington, D.C. Through its acquisition program,
Petro is the leading consolidator in the heating oil industry, having acquired 173 distributors since current
management took control of the Company in 1979.


Petro's current annualized dividend rate is $0.60 per share. The Company also sponsors a dividend reinvestment
program which allows shareholders to reinvest their dividends to purchase Petro shares at a 5% discount.
Participation in the Company's plan has grown in the first nine months of 1996, with 12% of dividends paid being
reinvested in the first quarter, 16% in the second quarter, and 17% in the third quarter.


Star Gas, the nation's ninth largest retail propane distributor, serves more than 150,000 customers through 67
locations in the Midwestern states of Ohio, Indiana, Kentucky, Michigan and West Virginia and in the Northeast,
from Maine to southern New Jersey. Star Gas' current indicated Minimum Quarterly Distribution is $2.20 on an
annualized basis.


               PETROLEUM HEAT AND POWER CO., INC. AND SUBSIDIARIES
                     HEATING OIL STATEMENTS OF OPERATIONS
                     (in thousands, except per share data)
                                  (Unaudited)
                                       

                                    Three Months          Nine Months
                                 Ended September 30,  Ended September 30,
                                   1996       1995       1996      1995
        

        Net sales                  $  51,060  $  46,716   $422,060
        $333,044
        Cost of sales                 44,854     39,708    293,064
        223,003
          Gross profit                 6,206      7,008    128,996
        110,041
        

        Operating expenses            28,412     26,503    100,515
        88,605
        Restructuring charges and
         corporate identity expenses   1,336          -      3,278
        -
        Depreciation, amortization
         and provision for
         supplemental benefits         7,432      7,615     23,475
        23,106
          Operating income (loss)  $ (30,974) $ (27,110)  $  1,728   $
        (1,670)
                                       

                               Supplemental Data
        

        Operating income (loss) 
         excluding restructuring
         and corporate identity
         expenses                  $ (29,638) $ (27,110)  $  5,006   $
        (1,670)
        EBITDA (a)                 $ (23,542) $ (19,495)  $ 25,203   $
        21,436
        EBITDA excluding
         restructuring and
         corporate identity
         expenses                  $ (22,206) $ (19,495)  $ 28,481   $
        21,436
        Home heating oil volume,
         gallons                      28,583     26,899    322,850
        271,599
        

        (a) EBITDA is defined as operating income before depreciation and 
        amortization, non-cash charges relating to the grant of stock
        options
        to executives of the Company, and the amount of non-cash expenses
        associated with key employees' deferred compensation plans.  
        -0-
        

               PETROLEUM HEAT AND POWER CO., INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                     (in thousands, except per share data)
                                  (Unaudited)
        

                                      Three Months         Nine Months
                                   Ended September 30,  Ended September 30,
                                    1996       1995       1996       1995
        

        Net sales                   $  51,060  $  63,541   $ 422,060  $
        404,917
        Cost of sales                  44,854     47,768     293,064
        256,342
          Gross profit                  6,206     15,773     128,996
        148,575
        

        Operating expenses             28,412     36,390     100,515
        118,638
        Restructuring and corporate
         identity expenses              1,336          -       3,278
        -
        Depreciation, amortization and
         provision for supplemental
         benefits                       7,432     10,123      23,475
        30,240
          Operating income (loss)     (30,974)   (30,740)      1,728
        (303)
        

        Net interest expense           (7,793)    (9,741)    (24,111)
        (28,451)
        Other income (expense)            (10)        20       1,837
        743
        Income taxes (benefit)            (50)       (75)        350
        300
          Loss before equity interest
           and extraordinary item     (38,727)   (40,386)    (20,896)
        (28,311)
        

        Share of loss of Star Gas 
         Partnership                   (1,866)         -        (394)
        -
          Loss before extraordinary
           item                       (40,593)   (40,386)    (21,290)
        (28,311)
        

        Extraordinary item - loss on 
         early extinguishment of debt       -          -      (6,414)
        (1,436)
          Net loss                   $(40,593)  $(40,386)   $(27,704)
        $(29,747)
        

        Net loss applicable to 
         common stock                $(41,788)  $(41,879)   $(30,093)
        $(33,010)
        Net loss per Class A and
         Class C common shares       $  (1.63)  $  (1.65)   $  (1.18)  $
        (1.31)
        

        Weighted average number of
         Class A and Class C common
         shares outstanding            25,619     25,453      25,537
        25,254
        

                               Supplemental Data
        

        Loss before extraordinary
         item and excluding
         restructuring and corporate
         identity charges            $(39,257)  $(40,386)   $(18,012)
        $(28,311)
        EBITDA (a)                   $(23,542)  $(20,617)   $ 25,203   $
        29,937
        EBITDA excluding restructuring
         and corporate identity
         expenses                    $(22,206)  $(20,617)   $ 28,481   $
        29,937
        NIDA (b)                     $(30,418)  $(30,913)   $  3,815   $
        (500)
        NIDA excluding restructuring
         and corporate identity
         expenses                    $(29,082)  $(30,913)   $  7,093   $
        (500)
        Home heating oil and retail
         propane volume, gallons       28,583     40,077     322,850
        330,334
        

        (a) EBITDA is defined as operating income before depreciation and 
        amortization, non-cash charges relating to the grant of stock
        options
        to executives of the Company, and the amount of non-cash expenses
        associated with key employees' deferred compensation plans.  
        

        (b) NIDA is defined as net income (loss) before extraordinary items,
        plus depreciation, amortization, non-cash charges associated with
        deferred compensation plans and other non-cash charges of a similar
        nature, if any, less dividends accrued on preferred stock, excluding
        

        net income (loss) derived from investments accounted for by the 
        equity method, except to the extent of any cash dividends received
        by
        the Company.  
        -0-
                                       

              PETROLEUM HEAT AND POWER CO., INC. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                (in thousands)
                                  (Unaudited)
                                       

        Assets                             September 30, 1996  September 30,
        1995(a)
        

        Current assets:
          Cash and cash equivalents           $   28,223         $   16,240
         Other current assets                     80,319             85,699
           Total Current Assets                  108,542            101,939
        

        Property, plant and equipment - net       29,273            128,226
        Intangible assets - net                  104,006            142,898
        Investment in and advances to the
         Star Gas Partnership                      8,642                  -
        Other assets                                 911              2,028
        Total Assets                      $  251,374         $  375,091
        

        Liabilities and Stockholders' Equity (Deficiency)
        

        Current liabilities:
          Current maturities of debt and
           cumulative redeemable
           exchangeable preferred stock       $    7,256         $    7,287
          Other current liabilities               76,132             86,911
         Total Current Liabilities            83,388             94,198
        

        Supplemental benefits, pension plan
         obligation and other liabilities          8,745             10,976
        Long-term debt                           291,643            362,452
        Cumulative redeemable exchangeable
         preferred stock                           8,333             12,500
        Stockholders' Equity (Deficiency)       (140,735)          (105,035)
        Total Liabilities and Stockholders'
         Equity (Deficiency)              $  251,374         $  375,091
        

(a) Includes propane assets and liabilities transferred to Star Gas
Propane, L.P. on December 20, 1995.

CONTACT: George Leibowitz Senior Vice President 203/325-5470 or I. Joseph Massoud Director of Corporate
Development 203/325-5458 or David C. Collins, Robert L. Rinderman Jaffoni & Collins Incorporated
212/505-3015 or dccjci@aol.com




Seragen, Inc. Reports Third Quarter and Nine Months Results


HOPKINTON, Mass., Nov. 14, 1996 - Seragen, Inc. (Nasdaq:SRGN) reported today that, as anticipated in its
development plan, the net loss for the third quarter ended September 30, 1996 was $8.0 million, or $.48 per
common share on 16,691,874 common shares outstanding, compared to a net loss of $5.6 million, or $.34 per
common share on 16,461,616 common shares outstanding for the third quarter of 1995. Total operating expenses
for the third quarter of 1996 were $5.1 million compared to $5.8 million for the same period of 1995.


The company's continuing net loss reflects expenditures associated with ongoing research and clinical trials in the

development of its receptor-active proteins. The $2.4 million increase in net loss in the third quarter of 1996,
compared to the third quarter of 1995, was primarily due to the expensing of $3.0 million of prepaid interest
associated with the restructuring of the June 1995 guaranteed loans and $662,000 in dividend expense associated
with the Series A and Series B Preferred Stock. This increase in interest and dividend expense was partially
offset by an increase in revenue and a decrease in total operating expenses.


For the nine months ended September 30, 1996, Seragen posted a net loss of $17.5 million or $1.06 per common
share as compared with a net loss of $15.5 million or $.95 per common share for the comparable period last
year.


On September 30, 1996, Seragen announced that it had raised $5 million in a private placement of preferred
stock. Proceeds from that offering will be used, in conjunction with an option payment received from Sandoz
Pharma, Ltd., to finance the company's continued research and clinical trials through the fourth quarter of 1996.
According to Seragen's new CEO, Reed Prior, the company is actively seeking equity and other financing
arrangements to fund future operations.


Seragen is an integrated biopharmaceutical company developing a proprietary portfolio of therapeutic products.
The company's unique receptor- active proteins consist of a toxin fragment genetically fused to a hormone, or
growth factor, that targets specific receptors on the surface of disease- causing cells.


Seragen's current focus is on cancer and dermatology. The company's most advanced product, DAB389IL-2, is in
Phase III clinical trials for cutaneous T- cell lymphoma, in collaboration with Eli Lilly and Company. Seragen is
independently conducting clinical trials of the same product for psoriasis. The second major product in the
company's pipeline, DAB389EGF, is currently in a clinical trial for non-small cell lung cancer.


Safe Harbor Information

To the extent that any of the statements contained herein relating to the Company's products and its operations are
forward looking, such statements are based on current expectations that involve a number of uncertainties and
risks. Such uncertainties and risks include, but are not limited to, the early stage of the Company's product
development and lack of product revenues; the Company's history of operating losses and accumulated deficit; the
Company's limited financial resources and uncertainty as to the availability of additional capital to fund its
development on acceptable terms, if at all; Boston University's control of the Company; the Company's reliance
on fusion protein technology; the potential development of competing fusion proteins, products and technologies;
the Company's dependence on its collaborative partner, Eli Lilly and Company, and the lack of assurance that the
Company will receive further funding under this partnership or develop and maintain other strategic alliances; the
lack of assurance regarding patent and other protection for the Company's proprietary technology; governmental
regulation of the Company's activities, facilities and products; the Company's limited manufacturing capabilities;
the Company's lack of commercial sales and marketing capabilities; the dependence on key personnel; the
development of competing technologies; uncertainties as to the extent of reimbursement for the costs of the
Company's potential products and related treatment by government and private health insurers and other
organizations; the potential adverse impact of government-directed health care reform; the risk of product
liability claims; and general economic conditions. As a result, the Company's future development efforts involve
a high degree of risk. For further information, refer to the risk factors included in the Company's Registration
Statement on Form S-3, Registration No. 333-12613, relating to the resale of shares of Common Stock, as filed
with the Securities and Exchange Commission. Actual results may differ materially from such expectations.


See Balance Sheets and Statement of Operations herewith.


                                     SERAGEN,INC.
                                    BALANCE SHEETS
                                     (Unaudited)
        

                                        Assets
        

                                                      December 31, September 30,
                                                           1995         1996
        Current assets:
         Cash and cash equivalents                      $435,460   $6,321,560
         Restricted cash                                 435,318      435,318
         Contract receivable                             686,055      404,796
         Unbilled contract receivable                    496,147      595,631
         Prepaid expenses and other current assets       335,238      207,213
           Total current assets                        2,388,218    7,964,518
        

        Property and equipment, net                    5,198,136    4,860,076
        Investment in affiliate                        2,599,864      747,596
        Deferred commission                            2,060,000          ---
        Prepaid interest                               3,528,677          ---
        Other assets                                     524,613       80,620
          Total assets                               $16,299,508  $13,652,810
        

                    Liabilities and Stockholders' (Deficit) Equity
        

        Current liabilities:
         Accounts payable                                725,326      998,905
         Current maturities of long-term debt            248,494      117,657
         Accrued commission payable                      300,000          ---
         Accrued expenses                              2,413,284    1,815,504
         Short-term obligation, less
          unamortized discount                               ---    3,956,193
           Total current liabilities                   3,687,104    6,888,259
        

        Non-current liabilities:
         Long-term debt, less current maturities      12,537,417          ---
         Deferred revenue                              5,000,000          ---
         Long-term obligation, less
          unamortized discount                         3,440,482          ---
         Affiliate guarantee                           2,076,000    2,076,000
           Total non-current liabilities              23,053,899    2,076,000
        

        Stockholders'(deficit) equity:
         Preferred stock, $.01 par value;
         5,000,000 shares authorized Convertible
         preferred stock, Series A, $.01 par value;
         issued and outstanding 3,566 shares at
         September 30, 1996, $3,663,432
         liquidation preference                              ---    3,423,432
        Convertible preferred stock, Series B,
         $.01 par value; issued and outstanding
         23,800 shares at September 30, 1996,
         $23,800,000 liquidation preference                  ---   15,098,938
        Convertible preferred stock, Series C,
         $.01 par value; issued and outstanding
         5,000 shares at September 30, 1996,
         $5,000,000 liquidation preference                   ---    4,967,000
        Common stock, $.01 par value;
         30,000,000 shares authorized; issued
         16,521,212 shares at December 31, 1995,
         16,823,557 shares at September 30, 1996,
         respectively                                    165,212      168,235
        Additional paid-in capital                   141,759,580  150,849,168
        Accumulated deficit                         (152,273,333)(169,818,222)
                                                     (10,348,541)   4,688,551
        

        Less treasury stock 14,632 shares
         at cost at December 31, 1995                    (92,954)         ---
          Total stockholders' (deficit) equity       (10,441,495)   4,688,551
          Total liabilities and stockholders'
          (deficit) equity                           $(4,678,391) $13,652,810
        

                                    SERAGEN, INC.
                               STATEMENTS OF OPERATIONS
                                     (Unaudited)
        

                                    For the three months    For the nine months
                                     ended September 30,     ended September 30,
                                    1995        1996         1995         1996
        Revenue:
         Contract revenue and
          license fees           $721,137  $1,613,833   $2,103,284   $9,360,075
        

        Operating expenses:
         Cost of contract revenue
          and license fees        721,137     693,762    2,103,284    3,322,003
         Research and
          development           3,827,738   3,477,591   10,671,731   10,352,922
         General and admin.     1,242,866     941,812    3,744,546    5,477,209
                                5,791,741   5,113,165   16,519,561   19,152,134
        

        Loss from operations   (5,070,604) (3,499,332) (14,416,277)  (9,792,059)
        

        Equity in loss of affiliate   ---     210,299          ---    1,852,268
        Interest income            16,969      25,665       54,202       66,774
        Interest expense          591,230   3,666,103    1,109,042    5,278,522
        

         Net loss              (5,644,865) (7,350,069) (15,471,117) (16,856,075)
        

        Dividends                     ---     662,147          ---      688,814
          Net loss applicable
           to common
           stockholders       $(5,644,865)$(8,012,216)$(15,471,117)$(17,544,889)
        

        Net loss per common share  $(0.34)     $(0.48)      $(0.95)      $(1.06)
        

        Weighted average
         common shares used in
         computing net loss
         per share             16,461,616  16,691,874   16,310,144   16,619,514
        

SOURCE Seragen, Inc./CONTACT: Lora Maurer, Manager, IR/Corporate Communications of Seragen, Inc.,
508-435-2331 or Seragenaol.com, or Media: Joe Dodson or Bob Stone or IR: Ken Di Paola or Bob Stone of The
Dilenschneider Group, 212-922-0900/




StarBase Corp. Announces Results of Operations for the Quarter and Six Months Ended Sept. 30, 1996


IRVINE, Calif--Nov. 14, 1996--StarBase Corp. (NASDAQ:SBAS), a development stage company, on Thursday
announced its results of operations for the quarter and six months ended Sept. 30, 1996.


The company's financial position for the quarter and six months ended Sept. 30, 1996 has improved over the same
periods last year. Software product and license revenue was $381,000 for the six months compared with
$215,000 for the same period in the prior year.


Consulting revenue was $0 for the six months compared with $497,000 for the six months of the prior year. The
net loss for six months ending Sept. 30, 1996 was $(2,577,000), or $(0.22) per share, as opposed to
$(3,564,000), or $(0.53) per share, for the same period a year ago. Operating cash and cash equivalents as of
Sept. 30, 1996 were $5,579,000 compared with $16,000 as of Sept. 30, 1995.


Current liabilities have decreased to $681,000 from $2,900,000 on Sept. 30 of the previous year. For the quarter
ended Sept. 30, 1996, revenue was $172,000 compared with $202,000 in the prior year. The net loss for the
quarter was $(1,367,000), or $(0.11) per share, compared with a net loss of $(1,439,000), or $(0.19) per share,
in the prior year.


The results for the quarter reflect the company's reorganization that started in the spring of 1995, when StarBase
decided to focus entirely on software designed to increase the productivity of Internet developers and
applications programmers. As a result, the company's Consulting Division was discontinued and no revenue was
recorded for consulting services in the quarter and six months ended Sept. 30, 1996.


For the same quarter in 1995, consulting services produced revenue of $136,000, but resulted in a gross margin
loss of $(5,000). For the six months ended Sept. 30, 1995 revenue from consulting services was $497,000 and
resulted in a gross margin loss of $(128,000).


Since May 1996, the company has raised approximately $8.1 million (net) from the sale of additional equity
pursuant to private placement offerings and the exercise of warrants. With the availability of funds, the company
is executing on its plan to gain market acceptance of its premier product, StarTeam 2.0, which shipped in late
August 1996.


Marketing efforts have increased substantially and include multiple direct mail campaigns, heightened trade show
presence and favorable reviews from the industry press and analysts. The company has also been able to fully
staff its sales and marketing departments. In addition, development efforts have continued to progress with
continued enhancements to StarTeam 2.0 and the recent announcements of its integration with Oracle
Developer/2000 and Microsoft Visual Basic for Applications.


StarBase, with headquarters in Irvine, produces integrated team development tools that improve the efficiency
and effectiveness of developing software applications for business. StarTeam has won several awards including
the PC Week LABS Top Product of 1995


-- Application Development Utilities and PC Week IT Excellence Award, 1996. More about StarBase, its
products, and detailed financial information is available by accessing the company's Web site:
http://www.starbasecorp.com,or by contacting us at 714/442-4400.


                          StarBase Corporation
                     Summarized Financial Information
            For the Quarter and Six Months Ended Sept. 30, 1996
                 (In thousands, except per share amounts)
        

                              Three months ended       Six months ended
                                   Sept. 30,               Sept. 30,
                                  (unaudited)             (unaudited)
                               1996       1995        1996        1995
        Net revenue               $ 172      $ 202       $ 381       $ 712
        Gross margin                145         17         353          15
        Net loss                 (1,367)    (1,439)     (2,577)     (3,564)
        Net loss per share       $(0.11)    $(0.19)     $(0.22)     $(0.53)
        Weighted average shares
        outstanding              12,714      7,727      11,471       6,666
        Cash balance at end of
        quarter                  $5,579     $   16          --          --
        

NOTE: StarBase and its product names are trademarks of StarBase Corp. All other products are trademarks of
their respective companies.


CONTACT: StarBase Corp., Irvine Robert Leimena, 714/442-4416 Fax: 714/442-4404
rleimena@starbasecorp.com




Welcome Home, Inc. Reports Financial Results


WILMINGTON, N.C., Nov. 14, 1996 - Welcome Home, Inc. (Nasdaq: WELC) today announced financial results
for the quarter and nine month period ended September 30, 1996.


Net sales for the three months ended September 30, 1996 decreased by $2.3 million or 10.2%, as compared to
the three months ended September 30, 1995. The third quarter that ended September 30, 1996 had 14 weeks
versus 13 weeks in the quarter ended September 30, 1995. Without the additional week, net sales for the quarter
ended September 30, 1996 would have declined $3.7 million, or 16.3%. This decline reflects a 20.2% decrease
in comparable store sales, as adjusted to reflect the change in the number of weeks. Net loss for the three months
ended September 30, 1996 was approximately $2.3 million, or $0.31 per share, as compared to a loss of $0.4
million, or $0.05 per share, for the same period last year.


Net sales of the nine months ended September 30, 1996 decreased by 2.4% to $51.9 million, versus $53.1
million last year. This decrease reflects an additional $2.8 million of sales in the nine months ended September
30, 1996 due to that period having 40 weeks as opposed to 38 weeks in the nine months ended September 30,
1995. Without the additional weeks, net sales for the nine months ended September 30, 1996 would have
declined $4.0 million, or 7.6%. This decline reflects a 15.9% decrease in comparable store sales, as adjusted for
the change in number of weeks. Net loss for the nine months ended September 30, 1996 was $6.8 million, or
$0.91 per share, as compared to a net loss of $2.8 million, or $0.36 per share, for the same period last year.


The Company currently has $1.7 million in availability on its line of credit with Fleet Capital, and $10.0 million
of availability with its majority shareholder, Jordan Industries, Inc.


Thomas H. Hicks, Chief Operating Officer, noted, "The third quarter represented a significant repositioning
period for Welcome Home. Many of our strategic initiatives were largely completed during the quarter to set the
stage for fourth quarter and particularly for 1997.


"New merchandise assortments are in place effective late October 1996, reflecting an approximate 2,600 sku
count that is a more focused offering of home decorative accessories, accent furniture and wall decor, home
decorative textiles and gifts. New information systems necessary to successfully implement our strategic
initiatives were fully installed on August 4, 1996. We have closed 23 unprofitable stores in the first three
quarters and 2 more have subsequently closed. Negotiations are continuing with our lessors to close or obtain
rent concessions on an additional 25 stores which we plan to close during the fourth quarter and first quarter of
1997. Expansion has been curtailed during this repositioning period, however, several new stores in promising
locations are being opened in the Company's new prototype designed with FRCH Design Worldwide. Our
Gaffney, SC new prototype opened November 6th and has posted record sales. Burbank, OH will open
November 22nd also in the new prototype.


"New, coordinated, in-store graphics have been installed in all stores to complement our national holiday
advertising plan for October through December. This campaign will reach 18 million households via Ladies
Home Journal, Women's Day, Southern Living and Sunset magazines, and will be extended by a complementary
in-store bag stuffer program with a bounce-back coupon. A new logo was developed to begin `branding'
Welcome Home, Home Again and Glorious Nest names as one single `brand.'


"The Company's executive management team has been bolstered by adding a new President, Chief Merchant,
CFO, CIO, Merchandise Controller, Manager-Human Resources, two Senior Buyers and
Manager-Distribution/Logistics. At the same time we have further reduced the corporate and field headcount to a
current total of 71, down from 104 one year ago and 84 at the start of third quarter.


"Our actions are beginning to show positive results. We are achieving our sales plans, which are at levels below
prior year, because of less clearance activity due to our inventory levels having been reduced. Gross margins are
showing improvement in early fourth quarter versus prior year, due to reduced markdowns. Average price of an
item sold has increased from approximately $3.25 at the beginning of 1996 to nearly $6, and average transaction
size increased by approximately 13% in third quarter versus prior year. Over 55% of the Company's dollar sales
are being generated by items sold at selling prices over $10, reflecting the new merchandise assortments. The
weekly sell- through percent of our top 150 selling skus has exceeded 10%, led by our new `Value Buy' items
featured in national advertising and in-store graphics, demonstrating that Welcome Home can sell better quality,
key items for the home at value prices.


"As we move through fourth quarter and into early 1997, we expect to post improved results and will push
forward with the remaining initiatives that are part of our restructuring plan. We will continue to improve field
store operations and customer service, and will test the new store prototype with three first quarter 1997
remodels plus further refinement and focus of the merchandise assortments. In addition, we will continue the
closing of unprofitable stores in centers which we believe have no upside potential and work on an improved
distribution/logistics strategy to reduce freight, improve store receiving and ticketing productivity and smooth
store receipts flow. We wish to thank our vendors, landlords, associates and directors for their support of our
restructuring programs. Together, we believe we are building an exciting future for the Company."


Welcome Home, Inc. is a leading specialty retailer of gifts and decorative home furnishings and accessories. The
Company operates 198 stores in 40 states which are located primarily in outlet and off-price malls. Welcome
Home stores offer a broad selection of distinctive, popular merchandise at low prices that are generally 20-50%
below regular department store prices.


        WELCOME HOME, INC. Consolidated Balance Sheets As of September 30,
        1996 and December 31, 1995 (in thousands of dollars)
        

                                            (Unaudited)
                                                  9/30/96         12/31/95
        ASSETS Current assets: Cash and cash equivalents                $
        2          $     7 Inventories                               22,502
        16,798 Prepaid assets                               670
        810 Deferred income taxes                        470
        470 Other current assets                          -                8
        Total Current Assets                       23,644           18,093
        

        Property & equipment, net                  11,707            8,826
        Deferred income taxes                       2,971            1,715
        Other assets                                  793              542
        

        Total Assets                              $39,115          $29,176
        

        LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) Current liabilities:
        Note payable - line of credit            $18,512          $ 5,213
        Accounts payable                          13,360           11,703
        Accrued expenses                           1,346            2,817
        Current portion of capital lease
        

          obligation                                1,730              514
        Total Current Liabilities                  34,948           20,247
        

        Capital lease obligation                    2,666            1,174
        Note payable to Jordan Industries           4,690            4,128
        

        Shareholders' equity (deficit): Common stock, $.01 par value;
        13,000,000
          shares authorized; 8,500,000 shares          85               85
        Preferred stock, $.01 par value; 1,000,000
        

          shares authorized; none outstanding
        -               - Additional paid-in capital                 8,832
        8,832 Cumulative translation adjustment            (37)
        (37) Accumulated deficit                       (7,184)
        (368)
        

          Subtotal                                  1,696            8,512
        Less treasury stock, at cost
        

          (1,046,385 shares)                        4,885            4,885
        

        Total Shareholders' Equity (Deficit)       (3,189)           3,627
        Total Liabilities and Shareholders' Equity (Deficit)
        $39,115          $29,176
        

        Consolidated Statements of Operations for the Three and Nine Month
        Periods Ended September 30, 1996 and 1995 (unaudited in thousands of
        dollars except per share amounts)
        

                                      Three Months           Nine Months
                                   Ended September 30     Ended September 30
                                     1996       1995        1996       1995
        

                                  (14 weeks) (13 weeks)  (40 weeks) (38 weeks)
        

        Net sales                      $20,655    $23,000      $51,874
        $53,134
        

        Cost of sales                   11,981     13,309       29,195
        30,191
        

        Gross margin                     8,674      9,691       22,679
        22,943
        

        SG&A expenses (excluding depreciation)         9,950      9,250
        27,895    24,998
        

        Depreciation                       501        562        1,455
        1,525
        

        Operating loss                  (1,777)      (121)      (6,671)
        (3,580)
        

        Interest expense: Jordan Industries                  88         90
        279       563 Other                             465        343
        1,102       506
        

        Other expense                       -         32           19
        6 Pretax loss                     (2,330)      (586)      (8,071)
        (4,655)
        

        Benefit from income taxes           -       (204)      (1,256)
        (1,830)
        

        Net loss                       $(2,330)     $(382)     $(6,815)
        $(2,825) Net loss per share             $ (0.31)    $(0.05)     $
        (0.91)  $ (0.36)
        

        Weighted average shares outstanding (in thousands)
        7,454      7,469        7,454     7,813
        

SOURCE Welcome Home, Inc./CONTACT: Mark Dudeck, Welcome Home, Inc., 910-791-4312/