TCR_Public/971205.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R        
      Friday, December 5, 1997, Vol. 1, No. 73

COOPER MANUFACTURING: Reorganization Plan Confirmed
CRAIG CONSUMER: Court OK's  Rejection of Mirando's Contract
ERNST HOME: Burnham Pacific Acquires 12 Leases
EQUITEX: 3rd Quarter Decrease Due to RDM Sports Group
FOXMEYER: Trustee Seeks Time for Leases

FRETTER: Court Approves Sale of Real Property
GAMETEK: Files for Chapter 11 Protection
LEVITZ FURNITURE: Seeks Extension for Exclusivity
LOUISE'S TRATTORIA: Seeks to Assume and Cure Leases
MICRON SEPARATIONS: Settlement of 12-Year Patent Dispute

MOLTEN METAL: A Company Under Investigation
OLD AMERICA STORES: Seeks to Retain Investment Banker
WESTERN PACIFIC: Receives Court Approval for Financing
WESTMORELAND COAL: Trustees of Fund Seek District Court
WILLIS LEASE: Record 3rd Quarter Revenues and Profits

Bond Pricing for Week of December 1, 1997

COOPER MANUFACTURING: Reorganization Plan Confirmed
Cabec Energy Corporation announced that the US Bankruptcy
Court for the Southern District of Texas, Houston Division,
approved an order confirming the plan of reorganization of
its Cooper Manufacturing subsidiary.  The plan provides for
the sale of substantially all the assets of Cooper to Tulsa
Industries, Inc. and will be fully funded by an investor
group assembled by Cabec and Trent Latshaw, President of
Tulsa Industries, Inc.  Cabec will retain a 3 percent
royalty on gross sales and a fifteen percent non dilutable
ownership interest in the reorganized company, subject to
payment provisions outlined in the plan.  The purchase
price of approximately $2 million will be equity and used
to fund the plan.  Additional capital will be provided to
fuel growth.  Commenting on the decision, Ralph Curton Jr.,
Chairman and CEO of Cabec Energy said, "We are all pleased
with the resolution of Cooper's reorganization.  This plan
was approved by all eligible classes of creditors who voted
to reject a competing plan.

CRAIG CONSUMER: Court OK's  Rejection of Mirando's Contract
The Court has entered an order approving and authorizing
the motion of the debtor, Craig Consumer Electronics, Inc.,
rejecting its employment agreement with Anthony Mirando.  

Any claim arising as a result of or in connection with the
rejection is deemed to have arisen immediately before the
petition date and shall be allowed or disallowed pursuant
to 11 USC Section 502.

ERNST HOME: Burnham Pacific Acquires 12 Leases
Burnham Pacific Properties, Inc., a California-based equity
real estate investment trust (REIT) announced that it
signed an agreement with The Alamo Group to acquire the
leasehold interests in 12 former Ernst Home Improvement
Stores in three Western states for approximately $20.2
million.  The leaseholds, which include more than 480,000
square feet of leaseable space, are among those occupied by
the 84-store Ernst chain that declared Chapter 11
bankruptcy in 1997 and later was acquired through
bankruptcy proceedings by Alamo.

Burnham will acquire the leaseholds at each location with a
sublease in place and the subtenant paying rent.  Prior to
being assigned to Burnham, all leasehold improvements will
be completed by the subtenant or The Alamo Group.

"Not only will these leaseholds generate attractive
immediate returns to Burnham, "stated David Martin,
President and Chief Executive Officer of Burnham Pacific,
"they may position Burnham to acquire the retail shopping
centers in which Ernst leaseholds are located."

EQUITEX: 3rd Quarter Decrease Due to RDM Sports Group
Equitex, Inc. said that its unaudited financial results for
the quarter and nine months ended September 30, 1997 were
disappointing due to the bankruptcy filing of RDM Sports
Group.  The company's total assets at quarter's end were
$5.9 million as compared to $10.5 million at December 31,
1996.  Net asset value at September 30, 1997 was $3.5
million compared to $7.3 million at December 31, 1996.

"We were certainly surprised and extremely disappointed by
the bankruptcy filing of RDM Sports Group," commented Henry
Fong, President of Equitex, Inc.  "As the cornerstone of
our portfolio, we have worked very hard over the past ten
years to create and maintain value for our investment in
RDM.  We are investigating our options and will vigorously
pursue all avenues available to preserve as much of our RDM
investment as possible.  

Equitex announced that it signed a non-binding letter of
intent for the acquisition by a newly-formed investee
company of a company in the sporting goods industry.

FOXMEYER: Trustee Seeks Time for Leases
The permanenet Chapter 7 Trustee in the Foxmeyer
Corporation et al. case, Bart A. Brown is seeking an
extension of time to assume or reject executory contracts
and unexpired leases.

The Trustee seeks an order further extending the time to
assume or reject unexpired leases and executory contracts
91 days, until March 2, 1998.

The Trustee submits that a final determination has not been
made that each and every prepetition lease and contract has
been disposed of, which determination requires further
action by the Trustee and McKesson by way of final due
diligence to ensure that all leases and contracts have been
properly disposed of. The Trustee expects that this final
review can be completed prior to the expiration of the
current extension and out of an abundance of caution seeks
the proposed extension.

FRETTER: Court Approves Sale of Real Property
The Court authorized the sale of certain real property
located in Westland, Michigan by Fretter, Inc. to RSJ, Inc.
pursuant to its bid to purchase the property, which
provides for a purchase without contingencies at a purchase
price of $1,575,000.

In the event the transaction between the debtor and RSJ
fails to close for any reason, the debtor is automatically
authorized without any further order of the court to
consummate a transaction with Middlebelt Landing
Associates, LLC (Middlebelt) in the highest amount bid by
Middlebelt at the hearing or any higher amount.

The expiration of the Cash Collateral Order has been
extended through and including December 31, 1997.

GAMETEK: Files for Chapter 11 Protection
GameTek, Inc. (OTC: GAME) announced today that it has filed
a petition for reorganization under Chapter 11 of the
Bankruptcy Code with the U.S. Bankruptcy Court Middle
District of North Carolina.

The software developer indicated that continuing heavy
losses, development delays and disappointing sales combined
to force the Company to seek the protection of bankruptcy
court.  Mr. Robert L. Underwood, the Company's recently
appointed Chief Financial Officer, stated:  "We are hopeful
that this filing will provide us with the ability to work
out suitable arrangements with our creditors, while
preserving our existing development operations and the
value of our intellectual properties."

GameTek is a developer and publisher of Interactive
entertainment software for the Nintendo Ultra 64, Sony
PlayStation/PSX, Sega Saturn and PC CD ROM
platforms.  The Company maintains offices in California and
North Carolina.

LEVITZ FURNITURE: Seeks Extension for Exclusivity
The debtors, Levitz Furniture Incorporated, et al., are
seeking an order extending the exclusive periods during
which they may file plans of reorganization and solicit
acceptances of such plans. A hearing will be held on
December 15, 1997 with respect to the motion.

The debtors claim that although they have made significant
progress towards rehabilitation during the relatively brief
time that these cases have been pending, the debtors
believe that they will need at least an additional 180 days
to complete and preliminarily test a long-term business
plan and to develop, negotiate and propose a plan of
reorganization based on such a business plan.  The debtors
claim that their cases are large and complex, that they
have satisfied their working capital needs with a $260
million DIP facility, and that they have closed
unprofitable stores.  They state that the extension of the
exclusive periods will enable the debtors to formulate a
long term business plan, it will facilitate reorganization,
and will not prejudice any party in interest.

The debtors request that the court enter an order extending
the plan proposal period through and including July 2, 1998
and the solicitation period through and including August
31, 1998.

LOUISE'S TRATTORIA: Seeks to Assume and Cure Leases
A hearing will be held on December 16, 1997 to consider the
motion of Louise's Trattoria, Inc., debtor, to assume and
assign certain of its unexpired non-residential real
property leases, to the successful bidder at the court
auction hearing scheduled for December 11, 1997. The court
has approved bidding procedures for the auction, at which
time much of the debtor's assets will be sold to the bidder
that offers the highest value of assets to the debtor's
estate, subject to a minimum bid of $4 million.

The debtor asserts that assuming and assigning the non-
residential real property leases to the successful bidder
is in the best interests of the debtor's estate and its
creditors and is a necessary component to the consummation
of the sale.

The debtor alleges that pursuant to the auction order, all
of the existing defaults under the leases will be cured as
part of the assumption and assignment of the non-
residential real property leases to the successful bidder;
and that the successful bidder will provide adequate
assurance of future performance of the leases.

MICRON SEPARATIONS: Settlement of 12-Year Patent Dispute
Pall Corporation and Micron Separation, Inc.(MSI) announced
that they have reached a settlement of their twelve year
patent dispute.  The settlement provides for MSI's payment
to Pall of $13.5 million.

In 1986 Pall sued MSI for infringement of Pall's patent on
nylon membranes.  The settlement resolves all litigation
between Pall and MSI, as well as certain litigation between
Pall and an MSI distributor.  The settlement also provides
that Pall agrees not to sue MSI for alleged infringement of
Pall's nylon membrane patents.

Osmonics, Inc. also announced its agreement to acquire the
shares of MSI contingent upon approval of the Bankruptcy
Court.  The settlement provides that MSI will be acquired
by Osmonics, and in connection with the acquisition, Pall
will be paid $13.5 million.  The $13.5 million payment is
in addition to approximately $6 million previously paid by
MSI to Pall during 1996.  Pall and MSI/Osmonics anticipate
that the acquisition will be consummated within the first
three months of 1998.

MOLTEN METAL: A Company Under Investigation
Molten Metal Technology, which filed for Chapter 11 bankruptcy
protection in Boston has been under investigation to determine
whether its $62,500 contribution to the Democratic Party
helped it win a $33 million federal contract expansion.
Molten Metal Technology converts hazardous waste into
reusable byproducts. The company was the focus of a hearing
last month by the House Commerce investigative subcommittee
on the company's contract with the Energy Department.

The subcommittee also investigated whether the company's
paid lobbyist Peter S. Knight, a former aide to Vice
President Al Gore and manager of the 1996 Clinton-Gore re-
election campaign improperly used his political
connections to help Molten Metal get the expanded contract.

Knight testified before the committee that the Energy
Department official who approved the revised contract did
not know about the contributions. Energy Department
officials said they felt no political pressure to expand
Molten Metal's contract to develop a hazardous-waste
cleanup process.

The investigatory panel did not draw any conclusions.
Company spokeswoman Michele Perry said the investigation
affected the company's ability to secure $20 million in
tax-exempt financing for a plant in Oak Ridge, Tenn.
"The reason they gave us for not wanting to proceed was the
negative publicity really kind of spooked them," Perry

The company has laid off about 150 of its approximately 400
employees in Massachusetts, Tennessee and Texas. More
layoffs are expected, although the company said it's
unclear how many people will lose their jobs. Gore visited
the company's Fall River plant in 1995, declaring Molten
Metal a success story. In the five years before his visit,
sales had jumped from $4.7 million to $14.4 million.      

OLD AMERICA STORES: Seeks to Retain Investment Banker
A hearing will be held on December 11, 1997 on the
application of Old America Stores, Inc., et al. for entry
of an order authorizing the employment of Price Waterhouse
LLP, as Investment Banker.

For its investment banking services, Price Waterhouse is to
be compensated with a monthly fee of $25,000 and a sale
transaction fee payable at closing equal to $500,000 or
$300,000 if the sale transaction involves certain companies
identified in the Engagement Letter. The professional at
price Waterhouse who will be principally responsible for
providing investment banking services to the debtors will
be John J. McKenna.

Price Waterhouse received a retainer totaling $100,000.

Price Waterhouse will assist in analyzing the valuation of
the debtors, developing a general marketing and negotiating
strategy for a sale transaction, identifying and contacting
potential buyers, preparing a descriptive memorandum about
the debtors, assisting the debtors in negotiating a sale
transaction and such other advisory services as are agreed
to by the parties.

WESTERN PACIFIC: Receives Court Approval for Financing
Despite the numerous objections filed in response to the
debtor's motion for DIP Financing, Western Pacific
announced that it received approval from the United States
Bankruptcy Court for the District of Colorado in Denver for
"debtor in possession" ("DIP") and reorganization
financing. The financing will be provided by New York-based
Smith Management Company ("SMC") and will provide an
initial DIP loan of $10 million on December 4, 1997 which
will be used to pay a portion of the airline's post-
petition aircraft lease obligations and to provide general
working capital.  

The airline is also scheduled to receive up to an
additional $20 million of DIP financing beginning December
20, 1997 to be used as general working capital.
Without the loan, the Colorado-based discount carrier would
have missed more than $6 million in lease payments on
airliners and collapsed, throwing more than 1,300 employees
out of work. WestPac Chief Executive Officer Robert Peiser
and other employees packed the courtroom for Wednesday's
11-hour session, culminated by Bankruptcy Court Judge
Sidney Brooks' late evening ruling.

Pursuant to the DIP financing agreement approved by the
Court, SMC could provide a further $10 to $20 million of
funding which would be used as an exit facility financing
to assist the airline with its emergence from Chapter 11.
"With the support of the Official Unsecured Creditors'
Committee and approval from the Court, we have now cleared
a significant hurdle in our reorganization process," said
President and Chief Executive Officer Robert A. Peiser.  
"More importantly, all interested parties are now focused
on a single goal which is the ultimate success of Western
Pacific Airlines."

Dennis O'Dea, chairman of the Official Unsecured Creditors'
Committee, and international aviation expert, Wake Smith
said, "The Committee unequivocally supports the SMC
financing, primarily because we have a great deal of
confidence that this transaction will result in a
reorganized airline with great potential."

The deal gives Smith the final say-so on all business
decisions the airline makes, and four spots on the seven-
seat board of directors if the company kicks
in $20 million more.

WESTMORELAND COAL: Trustees of Fund Seek District Court
The Trustees of the United Mine Workers of America Combined
Benefit funds seek withdrawal of the reference of the CBF/s
motion to require the debtors in these cases to pay as
administrative expenses, statutory premiums arising under
the Coal Industry Retireee Health Benefit Act of 1992.  

The Trustees claim that withdrawal of the reference is
mandatory because, resolution of the motion will require
substantial and material consideration of the Coal Act and
ERISA. According to the Trustees, Westmoreland attempts to
reshape the issues by arguing that they do not require
substantial and material consideration of the Coal Act or
other non-bankruptcy law.  They say, "this is a caricature
of the issues raised by the Motion."

They also state that withdrawal of the reference should be
granted because it would expedite the orderly resolution of
critical issues in the case by permitting the District
Court to review those issues while also reviewing the
parallel issues decided by the Bankruptcy Court in the 1992
plan's adversary proceeding.  They claim that this would
conserve the debtors' and creditors' resources, expedite
completion of Westmoreland's bankruptcy and reduce
confusion and the possibility of inconsistent results.

The Trustees claim that they are not forum shopping, as
alleged by Westmoreland, nor are they attempting to "game"
the bankruptcy process.  

WILLIS LEASE: Record 3rd Quarter Revenues and Profits
Willis Lease Finance Corporation reported record third
quarter revenues and profits from its leaasing of spare
replacement aircraft engines and aircraft parts packages,
sale of spare parts and the selective acquisition and
resale of aircraft engines.  Willis reported total revenues
of $14.4 million for the third quarter of 1997 compared to
$7.3 million for the third quarter of 1996.  Third quarter
net income more than tripled to $1.5 million compared to
$.4 million in the third quarter a year ago.  Third quarter
operating income rose 200% to $2.4 million from $.8 million
in last year's third quarter.  Willis has leased three
engines with a net book value of $8.7 million to Western
Pacific.  Willis has security deposits and prepaid rents
totalling 2.8 times the combined monthly lease rate for
these engines.  If Western Pacific did not cure its
defaults yesterday with Willis Will could have immediatley
repossessed the engines.  Now with the DIP financing in
place, curing the outstanding defaults should be satisfied.  
"At this time we do not anticipate that the Western Pacific
bankruptcy will have a material adverse affect on our
financial condition," a spokesman for Willis said.

Bond Pricing for Week of December 1, 1997

The following are prices for selected issues:

Alliance Entertainment 11 1/4 '05     4 - 7 (f)
Amer Telecasting 0/14 1/2 '04        31 - 34
APS 11 7/8 '06                       62 - 65
Bradlees 11 '02                       5 - 6 (f)
Bruno's 10 1/2 '05                   40 - 42
CAI Wireless 12 1/4 '02              28 - 31
Cityscape 12 3/4 '04                 64 - 66
Echo Bay 11 '27                      83 - 86
Flagstar 11 1/4 '04                  44 - 45 (f)
Harrah's Jazz 14 1/4 '01             31 - 33 (f)
Hechinger 9.45 '12                   75 -77
Hills 12 1/2 '03                     78 - 79
Grand Union 12 '04                   51 - 52
Levitz 9 5/8 '03                     30 - 32 (f)
Liggett 11 1/2 '99                   66 - 69
Marvel 0 '98                          5 - 6
Mobilemedia 9 3/8 '07                14 - 16 (f)
Mosler 11 '03                        75 - 77
Royal Oak 11 '06                     78 - 80
Speedy Muffler 10 7/8 '06            62 - 64
Stratosphere 14 1/4 '02              60 - 65
Trump Castle 11 3/4 '03              92 - 93
Wickes 11 5/8 '03                94 1/2 - 95 1/2

Cityscape, Levitz, and Speedy Muffler are drifted in 3 to 5
points this week.
Bruno's recovered 3 to 4 points after a drop of 15 the
previous week.
Continued heavy volume reported in Cityscape bonds.  We've
added 2 casualties in the gold mining sector, Echo Bay and
Royal Oak.  Echo Bay bonds are only 8 months old.


The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to are encouraged.  

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.,
Princeton, NJ, and Beard Group, Inc., Washington DC.  
Debra Brennan and Rebecca A. Porter, Editors.   
Copyright 1997.  All rights reserved.  This material is    
copyrighted and any commercial use, resale or publication
in any form (including e-mail forwarding, electronic re-
mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.  Information
contained herein is obtained from sources believed to be
reliable, but is not guaranteed.   
The TCR subscription rate is $575 for six months delivered    
via e-mail.  Additional e-mail subscriptions for members of     
the same firm for the term of the initial subscription or    
balance thereof is $25 each.  For subscription
information, contact Christopher Beard at 301/951-6400.   
             * * * End of Transmission * * *