TCR_Public/971223.MBX   T R O U B L E D   C O M P A N Y   R E P O R T E R

       Tuesday, December 23 1997, Vol. 1, No. 85
                      
                      Headlines

BRADLEES: Receives Six Month Extension of Exclusivity
CINCINNATI MICROWAVE: Purchased by Disposition Services
ENTERNET: Files For Chapter 7 Leaving Angry Investors
GAYLORD: Transfers For Consignment Agreements Ordered
GIBSON'S: Requests Extension of Exclusivity

KIA MOTORS: Symbol of Korea's Woes
LIL' THINGS: To Employ Keen Realty Consultants
MIDCOM: Withdraws Appeal of NASDAQ's Decision to Delist
MOLTEN METAL: Secures $7 Million In DIP Financing
MONTGOMERY WARD: Chief Operating Officer Donoho is Leaving

MONTGOMERY WARD: Lechmere's Creditors Object
ORTMANN & HERBST: Crown Simplimatic Makes Offer
PAYLESS CASHWAYS: Stipulation Regarding Synthetic Claims
QNIX: Goes Bankrupt on December 10                         
REXON: Settlement with GSS Array Technology
SINGING MACHINE: Amended Disclosure Statement Approved

TELESEAT: Denver Alternative to Ticketmaster Closing
TODAY'S MAN: Motion to Compel Production of Documents
WESTERN PACIFIC: Airport Use Agreements and Leases Rejected
WESTERN PACIFIC: Court's Findings for Financing
WESTERN PACIFIC: Wants to Assume Aircraft Lease

Meetings, Conferences and Seminars

                      ---------

BRADLEES: Receives Six-Month Exclusivity Extension
--------------------------------------------------
Bradlees, Inc. today reported that the U.S. Bankruptcy
Court approved the company's request for a six-month
extension through August 3, 1998, of its exclusive right to
propose and file a plan of reorganization.  Bradlees said
it expects to develop and file a consensual plan of
reorganization by early April 1998.  In addition, the
bankruptcy court approved Bradlees' new $250 million
financing facility.

The new financing is furnished by a bank group led by
BankBoston and provides for a $250 million debtor-in-
possession (DIP) revolving credit facility for a period of
up to 18 months and a $250 million post-bankruptcy
revolving credit facility for an additional three-year
period.  The DIP facility will provide Bradlees with up to
$50 million of additional liquidity, as well as enhanced
borrowing capacity, acceptable financial covenants and
lower financing costs.  It will replace the current $200
million DIP facility, due to expire June 28, 1998.  The
post-bankruptcy revolving credit facility is subject to the
satisfaction of certain conditions at the time Bradlees
emerges from Chapter 11.

Peter Thorner, Bradlees Chairman and Chief Executive
Officer, said, "We are pleased with today's positive court
decisions.  We look forward to working with
our creditor constituencies to develop and file a
consensual plan of reorganization that will allow Bradlees
to successfully emerge from Chapter 11.

"During 1997, we have refocused our merchandising and
marketing strategies, built a team of seasoned retail
executives, and delivered significantly improved year-to-
date operating results, compared with the same period last
year.  We are focused on three key merchandise lines:
moderately priced family apparel and home goods,
emphasizing quality and fashion in these businesses,
and selective hardlines merchandise.  The breadth of our
apparel and home businesses provides a foundation to
differentiate Bradlees from our competitors," Mr. Thorner
said.  Bradlees, a regional discount retailer, operates 109
stores in seven Northeastern states with annual total sales
of $1.6 billion.


CINCINNATI MICROWAVE: Purchased by Disposition Services
-------------------------------------------------------
Disposition Services Group, Ltd., (DSG) a new company that
provides the antidote for a rapidly growing concern in the
high technology marketplace, has announced its purchase of
Cincinnati Microwave Inc. cordless telephone assets.  
DSG, which specializes in handling volume returns for
technology-related product manufacturers and distributors,
purchased Cincinnati Microwave's 900-megahertz telephone
business with a 400,000 customer base, intellectual
property, testing and repair equipment, and inventory of
wireless communications devices that operate in the
ultrahigh-frequency radio and microwave spectrum under the
trademark, Surelink I(tm).  

DSG was the highest bidder in bankruptcy court for the 20-
year-old company that introduced the world's first consumer
cordless telephone in 1993.  "We bought the cordless phone
assets of Cincinnati Microwave to support our expansion
into the 900-megahertz cordless and cellular phone repair
business," said Sean Repko, DSG president and chief
executive officer.  "Studies show that there is a huge
demand from manufacturers to outsource disposition services
for an annual $115 million in cordless phone product
returns."  

According to Repko, very few companies in the United States
can cost-effectively manufacture or repair large volumes of
cordless phones.  DSG will handle repair and shipment out
of its 70,000-square-foot production plant in Tijuana,
Mexico.  Repko said that although no defects are found in
90 percent of cordless phone returns, U.S. law states that
retailers cannot resell returned equipment as new.  DSG
will handle the return, repair, resale, and recycling of
cordless phone products, as well as provide regular updated
reports of product status and inventory.  

Repko said returned cordless phones will be repaired and
resold as remanufactured equipment with a generous parts
and labor warranty. The parts inventory will be made into
finished goods and resold.  As the new owners of the
technology, DSG will notify Cincinnati Microwave product
users that for a minimal fee DSG will handle warranty
claims on all previously sold equipment. A growing trend in
liberal retailer return policies has created a multimillion
dollar industry in volume returns of technology-related
products.

DSG is an information technology company that was formed in
1997 to provide volume return services for consumer
electronics and computer manufacturers and distributors.  
DSG will audit returns, as well as test, repair, repackage,
and recycle consumer electronics and computer products in
an environmentally-compatible manner.  


ENTERNET: Files For Chapter 7 Leaving Angry Investors
-----------------------------------------------------
The Ft. Lauderdale Sun-Sentinel reported on December 21,
1997 that South Florida's sex magazine, Xcitement,
was not what investors expected. Some spent thousands of
dollars on a private offering of stock for the parent
company, Enternet  Entertainment Group Inc.  The promise of
rich returns, however, never materialized.

Enternet recently filed for Chapter 7 bankruptcy, leaving  
about 30 miffed investors in South Florida and elsewhere
some so  embarrassed that they bought into the nude
magazine that they  didn't want their names used in this
article.  The company also leaves $428,000 in debts, owed
to 49  merchants or service providers, and three government
agencies.  Also, the federal court-appointee overseeing the
bankruptcy  case is investigating several elements,
including whether Enternet  tried to hide some assets by
selling them off before filing. He also wants to know why
Xcitement, Enternet's flagship property, is  still
appearing on the racks in the same form and with the same
top  employees; and why no investor is mentioned in the
bankruptcy files.

"We never got dividends," said a Boca Raton Enternet  
investor, Carlo Brutto, waving a certificate for $11,000 in
stock.   "We never had a shareholders' meeting. Never a
corporate report.  Nothing. They used sex to get
our money, and in the meantime, they  weren't paying their
bills. What I want to know is, where's my money?"
U.S. Bankruptcy Court trustee Soneet Kapila is working on
an  answer to that.  "We are conducting an investigation,"
Kapila said. "I was  surprised to hear they even had
investors."

By all accounts, the Enternet concept was brilliant. Its  
management team wanted to build a multimedia sex
conglomerate with  branches across the country
established around its star product,  Xcitement.
The 25,000-circulation magazine was created in 1991 by two
students at the Art Institute  of Fort Lauderdale, Bob
Newman and Adam Fiveson. The latter was then 22. With less
than $1,000 for printing expenses, the two  worked out of
Fiveson's kitchen to build the first issue, a badly  
printed tabloid with black-and-white pictures.

"We wanted to capture a market," said Fiveson, adding that
he sold his shares in the company earlier this year because
he didn't like its direction.  "In 1995, we were flying
high," said Fiveson. "We grossed  $80,000 an issue.
Each page in the magazine was worth $500 to  $1,000 in
advertising."  As it grew into a color publication,
Xcitement also started to sell franchises  for up to
$30,000 each, said Fiveson  in other cities. In 1994,
Atlanta, Atlantic City and New York had their versions of
Xcitement.

Behind the scenes, meanwhile, not all was as rosy as the  
magazine's pictures.  In 1996, hoping for better exposure,
Newman and Fiveson moved to a warehouse near Lockhart
Stadium in Fort Lauderdale.  Within months, they
diversified: 16 side companies were started, some off-
shoots of the magazine and others to handle  graphics,
distribution, video production and Internet sites. All  
were part of Enternet Entertainment Group.

For all its ventures, Enternet needed fresh cash _ as much
as  $1 million, according to its private offering filing
with the federal Securities and Exchange Commission. So it
started looking for investors by merging with a nearly
bankrupt, publicly held company, Sweepstakes News Inc.
Then, it made two public offerings: $1 shares through the  
spring of 1996, and $5 shares a year later.

"It sounded like a good deal," said an elderly Fort  
Lauderdale woman who, with a partner in California,
invested  $60,000.  Still, Newman said, the sale of stock
went below expectations, precipitating the bankruptcy.
"In the first offering we sold $150,000 to $180,000 worth
of stocks, at best," he said. "Fifteen to 20 investors, at
most. It wasn't much money. We didn't make anything on the
second one."

The SEC would only say that Enternet offered two private
placements. Because the company reported it intended to  
raise less than $1 million, it was not subject to SEC or
state  Division of Securities scrutiny.  "We wouldn't know
how much they raised," said SEC spokesman Duncan King.
The company's accounting practices, too, were unusual by
most business standards.

"This was mostly a cash business," said Brutto, who worked
at Xcitement for close to two years as a distribution
coordinator.  "Owners of businesses like escort services
didn't want paper trails  of their transactions. Many of
them came in with cash, $2,000 or  $3,000 at a time, to pay
for their ads. Often, they didn't even get receipts. No one
knew where that money was going."  No one, including
trained accountants.

"From what I could see, they had a hard time covering their  
expenses," said Harvey Birnholz. A retired IRS agent,
Birnholz was  hired by Enternet to evaluate its assets
before it could sell stocks. "If they grossed $60,000 a
month, they spent it."  Enternet still owes Birnholz a
$42,250 consulting fee, according to court records.

Enternet filed lawsuits against three of its own employees,  
including Brutto, for allegedly conspiring to take over the  
company. It sued a printing company for not delivering the
magazine on time. The printer, Sun-n-Fun Printing of
Clearwater, responded that Enternet hadn't paid for its
work. Enternet also sued its direct South Florida
competitor, Gold Coast Publishing's Florida Playtime, for
plagiarism.  In turn, Enternet was sued by its former
Atlanta affiliate, investors, and Fiveson, who said he was
promised $750,000 in the buyout of his shares but
only received "a few thousand."

By late September, as Enternet was ready to file for  
bankruptcy, Newman said he "gave the magazine up for free"
to a  friend, British business consultant David Harrison,
49. Soon, it became the flagship property of Harrison's
Media International Inc., which incorporated one month
later. "It was practically dead," Newman said about the
magazine. Harrison then hired Newman as the $500-a-week
publisher of  Xcitement, and said he bought some Enternet
properties.

"I paid the previous owner [Enternet) $113,000 for the  
magazine's customer base and its photo archives," Harrison
said.  Yet, according to Newman's Oct. 9 bankruptcy filing,  
Enternet's assets totaled only $21,000: $6,800 cash, $8,000
in  office supplies and furniture and a $6,300 van. So what
happened to the $113,000?  "We used it to pay for some of
the debts," said Newman. "At the end, it was chaos in here.
Money was being sucked out left and right."

Among the creditors Enternet listed: its own employee  
payroll, $46,000; the IRS, $110,000; American Express,
$36,700; Mid  Web Press, $66,600; Walzburg and
Renzy attorneys, $45,400; the Sun-Sentinel, $900.
And there are still an undetermined number of investors,
who have two months to file their claims.

"I feel stupid," said Brutto.


GAYLORD: Transfers of Consignment Agreements Ordered
----------------------------------------------------
On December 11, 1997 the Honorable Charles M. Caldwell
entered an order stating that as of the filing of these
proceedings, the debtors had cash on hand and in its
prepetition bank accounts totaling $84,211 and of that sum,
$60,498.43 represents proceeds generated by sale s of
consigned Ingram books made prior to the filing of the
debtors' chapter 11 petitions, which are to be immediately
paid by the debtors to Ingram upon the entry of the order.  
All inventory transferred by Ingram to the debtors pursuant
t o the consignment agreements whether prior to the
commencement of the cases or thereafter constitute property
of Ingram and are not subject to the claims of creditors of
the debtors, whether arising prior to, or subsequent to,
the commencement of these cases.

All proceeds of Ingram Inventory to which Ingram is
entitled pursuant to the consignment agreements shall
constitute property of Ingram and shall not be subject to
the claims of creditors of the debtors, whether arising
prior to, or subsequent to, the commencement of
these cases.  The right title and interest of Ingram in the
Ingram Inventory and in the Ingram Inventory Proceeds
arising under the Consignment Agreements are deemed to be
valid, perfected, enforceable and non-avoidable by any
party including the debtor.

Unless the parties agree otherwise, the provisions of the
Order authorizing transfers under the Consignment
Agreements expires on January 10, 1998.


GIBSON'S: Requests Extension of Exclusivity
-------------------------------------------
A hearing will be held on December 29, 1997 to consider the
motion of the debtors, Gibson's Holding Company et al., to
extend the period of time within which the debtors may  
file a plan and solicit acceptances thereof.  The debtors
are seeking an additional extension of thirty days, through
January 19, 1998 and through March 18, 1998 for
solicitation of acceptances to the plan.  

The debtors met with the Committee in early December 1997
to review available alternatives with respect to a plan of
reorganization.  They have agreed that an additional
extension of the exclusive periods is appropriate and
necessary in order to allow the parties to continue to
explore and develop the various plan scenarios, several of
which have significant potential according to both the
debtors and the Committee.


KIA MOTORS: Symbol of Korea's Woes
----------------------------------
The International Herald Tribune reported on December 19,
1997 that Dan Dong Ho, a general manager at the company's
largest production facility said,  "The line is going half
speed." The facility is a modern complex capable of
producing 650,000 cars a year.

The dilemma at the unit of Kia Group, one of the first
major South Korean conglomerates, or chaebol, to go into
receivership and near-bankruptcy, mirrored that of a range
of domestic industries and financial institutions  and
indeed that of the entire nation in an era of crippling
debts and supervision by the International Monetary Fund.

Although the Fund wants to impose a kind of discipline that
shuts down money-losing companies, most of the chaebol are
struggling to stay alive and afloat in the same do-or-die
spirit that elevated South Korea to economic success
after the devastation of the Korean War.  Kia serves as a
symbol of the myriad financial and economic dilemmas to be
faced by the incoming government of President Kim Dae Jung,
who was elected Thursday, as it tries to balance the need
to save jobs and even entire industries against the
necessity of restructuring and opening up the nation's
economy for the era of international competition.

Kia Motors, often dismissed as barely alive amid mounting
debts and pessimistic forecasts for the auto industry,
keeps right on humming albeit at a speed that raises daily
alarms about its viability  five months after it was
put into receivership.  In this huge complex, built on
reclaimed land by a natural port, the evidence of Kia's
profligate investment as well as its will to succeed is
apparent. Robots do more than 90 percent of the work once
expected of humans in some of the individual plants,
including one producing engines for all Kia
vehicles.

Kia Motors executives cite an Economist Intelligence Unit
survey this year that judged the automaker the world's
fourth most efficient  after the Japanese giants Honda
Motor Co., Toyota Motor Corp. and Nissan Motor Co.  in
terms of work accomplished per employee.  Intermittent
stoppage of the assembly line, carrying the Shuma, a sedan
that Kia unveiled just last week, is commonplace in this
period of tight money and an increasingly sluggish domestic
market.

For Kia Motors, the fact that the assembly lines are moving
at all may be a miracle  and yet company executives and
managers talk of expanding production into the next
century.  "Our major investment in infrastructure was
completed two years ago," said Um Sung Yong, a director at
the Seoul headquarters. "Now is the time to reap
all the fruits. All our lineups of new cars guarantee money
coming in."

The start-and-stop style of assembly line production
reflects not only Kia's troubles but a tangled web of
integrating relationships spreading through the
parts industry on which any motor vehicle manufacturer
depends.   "The parts suppliers have money problems too,"
Mr. Dan said as the line ground to a halt with its row of
glistening Shumas as well as Sportages and Sephias, both
already being exported to the United States and other
Western countries.

"They don't supply the parts on time," Mr. Dan said of
suppliers. "Today we are missing frames for the Sportage."
Sportages and Shumas roll out on the same line, he added,
and the missing frames delay both.  Bankruptcies of key
suppliers heighten the uncertainty. Mando Machinery, a
key company in the bankrupt Halla Group, the No.12 chaebol,
is still supplying air conditioners and heaters  but no one
knows for how long.

All 18,000 Kia Motors workers, from top management to
assembly line worker, have accepted without complaint the
loss of the bonus the company traditionally handed out
around the end of the year.  Workers have also given up
much of the overtime to which they had become accustomed.
The union representing the workers is adamant, however,
against layoffs as a solution.  "There will be no loss of
jobs and no reduction in wages," said Yoon Young
Mo, speaking for the Korean Confederation of Trade Unions.


LIL' THINGS: To Employ Keen Realty Consultants
----------------------------------------------
LiL ' Things, Inc., as debtor is presently party to 15
leases, including leases of real property for thirteen
store locations, its distribution center and its corporate
offices.  On November 25, 1997 the court signed an order
authorizing the debtor to conduct store closings and
related going out of business sales and to retain a
liquidation professional as a consultant or agent.  In
order to reduce administrative rent payments and maximize
value for the estate, the debtor will be required to
dispose of its leasehold interests after the  
going out of business sales are completed.  LiL' Things
desires to employ Keen Realty Consultants, Inc. to have the
sole and exclusive authority  to offer for disposition all
of the properties on an "exclusive right to sell" basis.

When the debtor completes a transaction prior to the
rejection of such lease, then Keen shall have earned a fee,
per property an amount equal to 10% of the first $1 million
in gross proceeds and 15% thereafter, to be paid at
closing.


MIDCOM: Withdraws Appeal of NASDAQ's Decision to Delist
-------------------------------------------------------
MIDCOM Communications Inc. announced that, on December 19,
1997, the U.S. Bankruptcy Court approved, with minor
modification, the sale procedures set forth in the asset
purchase agreement entered into with WinStar Communications
Inc. In addition, MIDCOM announced that it has withdrawn
its appeal of a decision by NASDAQ to delist its
securities.  The decision not to appeal was
based upon the company's filing for protection under
Chapter 11 of the United States Bankruptcy Code and the
ensuing signing of the asset purchase agreement
with WinStar for the sale of substantially all of MIDCOM's
assets as well as those of its subsidiaries, PacNet Inc.
and Cel-Tech International Corp.  

Based upon the withdrawal of the appeal, MIDCOM's stock was
delisted by NASDAQ as of the close of trading Dec. 19,
1997.  The company's stock will continue to trade off the
exchange, although the liquidity of the stock may be
affected.


MOLTEN METAL: Secures $7 Million In DIP Financing
-------------------------------------------------  
Molten Metal Technology, Inc. (Nasdaq: MLTNQ) announced
today it has secured $7 million in financing.  "This
financing will allow us time to pursue medium-term
financing required to get the company back on track," said
F. Gordon Bitter, chief executive officer of Molten Metal
Technology.  "Our Q-CEP facility in Oak Ridge, Tenn.,
continues to be our priority and this cash infusion will
enable us to continue to deliver the highest quality
service to our customers."

The loan, which is due on January 30, 1998, is secured with
a lien on substantially all of the assets of the company
and its subsidiaries.  The lender has expressed an interest
in providing a $20 million medium-term financing, although
it has made no commitment to provide such facility and is
under no obligation to do so.  In addition, The Blackstone
Group, the company's investment banker, is pursuing
financing alternatives with other potential lenders.

Molten Metal Technology filed for reorganization under
Chapter 11 of the Federal Bankruptcy Code on December 3,
1997 and has been seeking a variety of financing
alternatives, including the possible sale of some or all of
its assets. Based in Waltham, Mass., Molten Metal
Technology, Inc. is an environmental technology company
commercializing pollution prevention and waste recycling
methods that are broadly applicable to a wide variety of
hazardous, non-hazardous, and radioactive wastes.  The
company's patented core technology, Catalytic Extraction
Processing (CEP), takes waste and transforms it into
reusable industrial products using a molten metal bath.  
Quantum-CEP(R), an application of the technology designed
for radioactive waste, reduces the volume of radioactive
materials, provides a safe final form for disposal or
storage, and can also produce some reusable industrial
products.  The company currently operates two commercial
Quantum-CEP facilities in Oak Ridge, Tenn.


MONTGOMERY WARD: Chief Operating Officer Donoho is Leaving
----------------------------------------------------------
Montgomery Ward & Co., Incorporated announced that Burnie
Donoho, vice chairman and chief operating officer, is
leaving the company to return to his consulting practice at
year end.  Donoho, 58, joined Wards in February of this
year and has had responsibility for the operational
activities of the business.

"Burnie has been a valued member of our executive team and
we wish him success in his consulting business," said Roger
Goddu, chairman and chief executive officer. Donoho's
operations and financial responsibilities will be assumed
by two current Wards executives who will report directly to
Goddu. Tom Paup, executive vice president and chief
financial officer, will have added responsibility for
treasury and logistics.  Paup, 48, joined Wards in August
1997 after working at May Department Stores and Federated
Department Stores over the last 20 years.

In addition to his store operations duties, Kevin Freeman,
executive vice president operations, will assume
responsibility for all product service and asset protection
activities for the company.  Freeman, 47, joined Wards in
April 1997.  Prior to Wards, he worked in various senior
store operations positions with Target and Caldor.

Spencer Heine, executive vice president, general counsel
and president Montgomery Ward Properties, and John Workman,
executive vice president corporate restructuring, will also
now report directly to Goddu.  "I have enjoyed working with
all the fine people at Wards and I wish them continued
success in the reorganization," said Donoho.


MONTGOMERY WARD: Lechmere's Creditors Object
--------------------------------------------
As reported in Issue 18 of the Montgomery Ward Bankruptcy
News, Lechmere's creditors are objecting to (i)  the
authorization of the Debtors borrowing money from Lechmere;
(ii)  the authorization of Lechmere to loan the money to
the Debtors; and (iii)  the granting of superpriority
status in the amount of the Loan to Lechmere.

First, the Creditor Objectors claim that the making of the
Loan violates Lechmere's fiduciary obligations to its
Creditors:

(1)  The Debtors state that Lechmere does not need the
money; but Lechmere's Creditors assert that they need it.

(2)  It is a violation of Lechmere's fiduciary obligation
to loan money to the Debtors at substantially below market
terms.

(3)  Lechmere's Creditors are entitled to decide what to do
with their money.  They should not be forced to make an
undocumented, unsecured DIP loan at a below market interest
rate in lieu of a prompt distribution on  which thay can
receive higher rates of return in vehicles safer than a DIP
loan.

Second, the terms of the Loan are not adequate:

(1)  The Debtors have not indicated the reason for
requiring the Loan.

(2)  The Debtors, unable to find a comparable rate from any
other lender, turned to Lechmere; or, more correctly, since
Lechmere is nothing more than its sale proceeds, to
Lechmere's Creditors.  For a speculative .25% better
return, the Debtors would have Lechmere loan the Creditors'
money to a Chapter 11 Debtor at a below market interest
rate and subordinate the Loan to claims with a value
potentially in excess of $1,000,000,000.

(3)  The terms of the Loan are also inadequate in that the
Loan has no termination date; there are no documents; there
is no provision for defaults; there are no financial
covenants and no independent party to monitor the Loan and
declare a default.

(4)  The dates of repayment are highly speculative:  the
Debtors propose to repay the Loan on either conversion to
Chapter 7 or the effective date of a plan.

Third, the Debtor fails to disclose even the basic facts
necessary for Lechmere's Creditors to evaluate the Loan:

(1)  The Debtors fail to disclose fully the value of the
claims to which the Lechmere Loan will be subordinate.  
Aside from the $1,000,000,000 Postpetition Financing
Agreement, the Lechmere Loan will be subordinate to
reclamation liens, other third party liens and "other
permitted expenses" as allowed under the DIP financing
order.  None of these are quantified, and the Debtors do
not indicate what limits have been imposed on the "other
permitted expenses."

(2)  Without offering any basic facts, the Debtors state
that there is no question but that Lechmere will be repaid,
even in liquidation. However, the Debtors fail to provide a
liquidation analysis.

In conclusion, the Objectors assert once more that the
money held by Lechmere belongs to its Creditors.  The
Creditors should not be required to make a DIP Loan to a
Chapter 11 debtor on below market terms with inadequate
information as to the possibility of repayment.

The Creditor Objectors are:  OTR Limited Partnership; Maine
Associates and Poughkeepsie Galleria Company; Crystal Run
Company LP; Independence Mall Group; Pyramid Company of
Holyoke; Carousel Center Company, LP; Pyramid Company of
Watertown; Pyramid Company of Plattsburgh; Pyramid Company
of Ithaca; Senpike Mall Company; and Pyramid Company of
Buffalo.


ORTMANN & HERBST: Crown Simplimatic Makes Offer
----------------------------------------------
The Board of Directors of Crown Simplimatic, Inc., has
approved unanimously a resolution to make a formal offer
to purchase certain assets of the bankrupt Ortmann + Herbst
GmbH in Hamburg, Germany. In accordance with German law,
this formal offer will be submitted to the bankruptcy
trustees upon formal opening of the bankruptcy proceedings
anticipated to begin on January 1, 1998.  At that time, it
is expected that Crown Simplimatic will obtain ownership.  
The purchase price to be offered was not disclosed.

Assets to be acquired include the O+H facility in Hamburg,
Germany, which manufactures high-speed bottle and can
fillers, beverage processing equipment, bottle washers,
labelers, spare parts and has the intellectual properties
related to these products.  Crown Simplimatic has offered
to employ 130 workers at the Hamburg location.

Throughout the world, Crown Simplimatic employs 1,100
people (700 in the United States) in ten factories, which
are located in the United States, Mexico, Uruguay, United
Kingdom and Belgium.  Annual turnover of the company is
$200 million (U.S.).  O+H serves European markets
primarily, while Crown Simplimatic products are
concentrated in North America.  

In 1996, O+H reported sales of DM 149.4 million (U.S.
$84.25 million).  In addition to diversified lines of other
products, Crown Simplimatic is a global leader in
the design and manufacture of conveyors, palletizers and
other equipment used on the "dry side."


PAYLESS CASHWAYS: Stipulation Regarding Synthetic Claims
---------------------------------------------------------
On October 13, 1997 the members of the Synthetic Lease Bank
Group each filed separate proofs of claim.  Pursuant to the
debtors first amended plan of reorganization, the
Synthetic Lease Bank Group claims were classified as Class
2C and Class 3A  claims.  The debtor and Synthetic Lease
Bank Group reached an agreement as to the treatment of
the claims .  Pursuant to the agreement, the Synthetic
lease Bank Group will, among other things, have an allowed
Class 2C claim in an aggregate amount of $16 million and an
allowed Class 3A claim in an aggregate amount of
$15,947,970.29.  The debtor informed the Synthetic Lease
Bank Group that certain of its claims might be regarded as
duplicative, therefore the Synthetic Lease Bank Group and
the debtor agreed that the claim of FBTC Leasing Corp.,
that was originally listed as $208,395.72  is listed as  a
Class 3A claim in the amount of $87,713.84 and Security
Pacific Leasing Corp., which originally listed its claim as
$416,791.44 is a Class 3A claim in the amount of  
$173,832.81.  The claim of  BA Leasing & Capital
Corporation was reduced and the Agent `s Claim and the
Trustee Claim were eliminated.


QNIX: Goes Bankrupt on December 10                         
----------------------------------
The Korea Economic Weekly reported on December 22, 1997
that Qnix Computer, one of the nation's major computer
makers, went into bankruptcy on December 10 after it failed
to repay the returning six billion won ($4 million) in
bills. The failure of Qnix Computer is largely attributable
to the financial crunch of its subsidiary company, Qnix
Finance, which  is heavily dependent on short-term
borrowings from the collapsing merchant banks.

Industry experts said that the insolvency may be a start of
a subsequent series of bankruptcies in the domestic
computer  industry, since Qnix has been regarded as a
high-grade company  in terms of its financial structure and
performance. The company reported 130 billion won in sales
last year.


REXON: Settlement with GSS Array Technology
-------------------------------------------
Tom H. Connolly, plan agent of the liquidating estate of
Rexon, Inc. entered into a settlement agreement with GSS
Array Technology, Inc. and GSS Array Technology Public
company limited resolving the adversary proceeding in which
the plan agent sought to recover $702,660.20 in allegedly
preferential payments made by Rexon, Inc., et al.,
debtors.  GSS Array agreed to pay the liquidating estate
the sum of $175,000. in exchange for a mutual release of
all claims between the liquidating estate and GSS Array.


SINGING MACHINE: Amended Disclosure Statement Approved
------------------------------------------------------          
The Singing Machine Company,Inc. (OTC Bulletin Board: SING)
has received court approval of its Amended Disclosure
Statement.  Approval was granted in U.S. bankruptcy court
on December 17th.  The Company has also filed an Amended
Plan of Reorganization and a hearing to approve the amended
plan is expected in late February.  For voting purposes,
the Amended Disclosure Statement, the Amended
Reorganization Plan and ballots are now being mailed to the
Company's pre-petition shareholders and creditors.  The
Company expects to emerge from Chapter 11 after court
approval.

"We're very pleased to have reached this significant
milestone in our reorganization process," said Eddie
Steele, Company C.E.O.  Steele added, "With the continuing
support of our key account base in 1997, we were able to
get to this point.  Upon confirmation of our amended plan,
we will have the ability to grow our business in 1998 and
beyond in a more controlled manner."  The Company has
continued to operate under the provisions of chapter 11 and
has just completed a very successful selling season.

"Karaoke has been an exceptionally strong retail category
this season and at this point we are basically sold out of
our karaoke systems.  Sell through at the retail level
has also been very strong," said Company Vice President, Ed
Pearson.  "We're expecting this momentum to continue, and
we've already received substantial orders for early 1998
delivery," he added.  The Singing Machine Company, Inc. is
America's leading consumer karaoke supplier.  

Its tape and CD+Graphics karaoke players are marketed under
The Singing Machine and Memorex brand names.  The Company
sells Singing Machine brand karaoke sing along cassettes
and CD+Graphics discs.  Singing Machine products are sold
through major mass merchant and catalog retailers in the
United States.


TELESEAT: Denver Alternative to Ticketmaster Closing
----------------------------------------------------
The Denver Post reported on December 19, 1997 that the
Ticket agent Teleseat is going out of business.                    
The Colorado Rockies, Pikes Peak Raceway and Nobody in
Particular Presents, a concert promoter, were looking for
new ticket agents Thursday after being told that Rocky
Mountain Teleseat, a much-praised Denver alternative to
Ticketmaster, is closing.

Executives at all three entertainment venues said Thursday
they were informed by Teleseat's San Diego parent company,
Destinet Service Corp., that it is filing Chapter 7
bankruptcy proceedings and liquidating the company.
The liquidation could cost customers of Destinet and Rocky
Mountain Teleseat some money. Last year, Ringling Bros. and
Barnum & Bailey Combined Shows Inc. sued Rocky Mountain
Teleseat in Colorado for withholding more than $300,000 in
ticket receipts from the 1996 performance of "Disney on
Ice." Destinet filed for Chapter 11 bankruptcy protection
last October, effectively freezing any similar payments the
company then may have owed its clients. Money lost for
good? The liquidation proceedings could mean the money is
lost for good.

Destinet officials refused to comment Thursday. A local
spokesman for the company, Gerry Freeman, said his firm had
severed its relationship with Destinet after the first
bankruptcy filing. A worker at one Teleseat location
in Denver, the company's primary ticket operation, said no
one there was available to comment and no one had shut down
operations as of Thursday afternoon. The company uses few
employees and most ticket sales were electronic.
Doug Kauffman, owner of Nobody in Particular Presents, was
particularly bitter over the ticket agent's shutdown since
he, in 1995, was one of the first significant concert
promoters to break with Ticketmaster, the nationwide ticket
seller, and go with the cheaper Rocky Mountain Teleseat.

"People can always file Chapter 11 or Chapter 7," said
Kauffman. "It's not a noble way to do business." Looking
for a new agent Sue Ann McClaren, vice president for
ticketing for the Rockies, said the baseball club has been
looking for a new agent since the Chapter 11 filing in
October, but hasn't made a decision. Steve Page, spokesman
for Pike's Peak Raceway in Colorado Springs, also has not
decided on how to continue selling its tickets.

Page said the race track has a large enough inventory of
tickets to sell them directly to customers by mail for a
time. Kauffman said he has sold about 5,000 tickets
independent of Rocky Mountain Teleseat since its Chapter 11
filing.  Ticketmaster, the giant of the industry, is
currently in play. HSN Inc., the parent of Barry Diller's
Home Shopping Network and a 47-percent owner of
Ticketmaster, has offered more than $300 million for the
remainder of the stock.  Ticketmaster has been publicly
criticized for years for the stiff fees it adds to the
price of concert and other entertainment tickets.


TODAY'S MAN:  Motion to Compel Production of Documents
------------------------------------------------------
The debtor Today's Man, Inc. et al. states that Leon
Frenkel and OTA Limited Partnership have appeared before
the court on numerous occasions, and participated as an
informal member of the unsecured creditor's committee and
filed an objection to the debtors'reorganization plan "all
in the guise of being a significant unsecured creditor. "   
Despite this, the debtors have reason to believe that
Frenkel and OTA have accumulated major positions in Today's
Man Securities, and thus have a significant undisclosed
equity position in these cases.  Because of the conflicts
an equity position would give Frenkel and OTA vis a vis
their good faith obligations in the reorganization, debtors
have repeatedly sought disclosure from OTA and Frenkel as
to whether they held an equity position in Today's Man.    
According to the debtor, despite these repeated requests to
disclose the true nature and extent of their interests, OTA
and Frenkel have steadfastly refused.

The debtors believe that Frenkel and OTA abused their
confidential position within the bankruptcy process to
further their own pecuniary interests  at the expense of
shareholders, creditor and the debtors by purchasing a
strategic position in Today's Man claims, by intimately
involving themselves in plan negotiations after posturing
themselves as a creditor with a blocking unsecured position
without also disclosing their equity position, by obtaining
through the plan negotiation process, material non-public
information relating to the value of securities to be
issued under the plan as well as the enterprise value of
the company and by using the aforementioned material non-
pubic information to not only take a significant position
in Today's Man common stock but short sell a material
number of shares; and engaged in negative solicitation
against the plan before an approved disclosure statement
had been sent to creditors.  

The debtors have sought documents in an attempt to uncover
OTA and Frenkel's dual role as an equity interest holder
and creditor.  However, their document production failed to
reveal information by which the debtors, or committee or
court could measure the extent of possible self-dealing.  
The debtors seek an order to compel production



WESTERN PACIFIC: Airport Use Agreements and Leases Rejected
-----------------------------------------------------------
Judge Sidney Brooks entered an order on December 11, 1997
rejecting airport use agreements at Indianapolis, Oklahoma
City and Tulsa.  An order was also entered granting the
debtor's motion to reject leases with the City of
Houston relating to Western Pacific's airline operations at
Houston Intercontinental Airport and Park Meadows mall in
Littleton Colorado, Pueblo Mall in Pueblo Colorado
and warehouse space in Colorado Springs, Colorado.


WESTERN PACIFIC: Court's Findings On Financing
----------------------------------------------
On December 9, 1997 the court entered its findings of fact
and conclusions of law with respect to the post petition
financing that Western Pacific sought and received from
Smith Management Company.  The court noted that the terms
of the financing are onerous, costly, and tough.  And that
the terms mandate ceding a significant amount of control
over the debtor to Smith financing.  The court also stated
that the proposed terms are virtually unique.  The support
of the Creditors Committee was very persuasive to the
court, as the Creditors' Committee was extremely active and
represented a large portion of the unsecured creditors'
claims in this case.

The court found that Smith Management lends money in risky
situations and that Smith has experience in operating an
airline.  The Court found that the Smith Management
financing is a unique credit facility and that the award of
superpriority is justified here. As noted, the loan is
largely unsecured.  Under the circumstances, the court
found that it is not an unreasonable shift of the risk to
grant to Smith Management a superpriority for the
substantial new money which the debtor will receive and the
risk Smith Management
will undertake.  

The court stated that the potential profitability of the
debtor and its prospects for reorganization if the
financing is granted must be measured against the
alternative, which is the immediate collapse of the debtor
as a going concern.  Judge Sidney Brooks stated, "If the
loan is not made, the consequences will be complete and
irreversible."  And this fact, it itself, seemed the most
persuasive to the court.


WESTERN PACIFIC: Wants to Assume Aircraft Lease
-----------------------------------------------
Western Pacific Airlines, Inc. wants court authorization to
assume the aircraft lease between Western Pacific and First
Security Bank of Utah, N.A.  Western Pacific entered into
the lease with the lessor for the lease of a certain
Boeing 737-300.  Western Pacific paid a $420,000 security
deposit and the lessor holds in excess of $1.3 million in
maintenance reserves.  Western Pacific has determined that
it is in the best interest of the estate and its creditors
to assume the lease.  The lease is at a rate below the
current market rate for a similar aircraft.
                      

Meetings, Conferences and Seminars
----------------------------------

January 29-February 1, 1998
   COMMERCIAL LAW LEAGUE OF AMERICA
      37th Southern District Annual Meeting
         Plaza San Antonio, San Antonio, Texas
            Contact 1-972-285-0391

February 5-7, 1998
   AMERICAN BANKRUPTCY INSTITUTE
      Rocky Mountain Bankruptcy Conference
         Westin Tabor Center, Denver, Colorado
            Contact: 1-703-739-0800

February 19-22, 1998
   COMMERICAL LAW LEAGUE OF AMERICA
      Annual Western District Meeting
         Universal City Hilton Hotel
         Los Angeles, California
            Contact 1-310-470-8487

February 22-25, 1998
   NORTON INSTITUTES ON BANKRUPTCY LAW
      12th Annual Norton Bankruptcy Litigation Institute I
         Olympia Park Hotel, Park City, Utah
            Contact 1-770-535-7722

March 19-20, 1998
   TURNAROUND MANAGEMENT ASSOCIATION
      Spring Leadership Meeting
         Hotel del Coronado, San Diego, California
            Contact 1-312-857-7734

March 20, 1998
   AMERICAN BANKRUPTCY INSTITUTE
      Bankruptcy Battleground West
         Century Plaza Hotel, Los Angeles, California
            Contact: 1-703-739-0800   

March 26-29, 1998
   NORTON INSTITUTES ON BANKRUPTCY LAW
      10th Annual Norton Bankruptcy Litigation Institute II
         Flamingo Hilton, Las Vegas, Nevada
            Contact 1-770-535-7722

April 30-May 3, 1998
   AMERICAN BANKRUPTCY INSTITUTE
      Annual Spring Meeting
         Grand Hyatt, Washington, D.C.
            Contact: 1-703-739-0800

May 22-25, 1998
   COMMERICAL LAW LEAGUE OF AMERICA
      50th New England District Annual Meeting
         Ocean Edge Resort & Golf Club, Cape Cod,
Massachusetts
            Contact 1-617-720-1355

June 8-9, 1998
   TURNAROUND MANAGEMENT ASSOCIATION
      Advanced Education Workshop & Legislative Conference
         Radisson Plaza, Charlotte, North Carolina
            Contact 1-312-857-7734

June 11-14, 1998
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800

July 2-5, 1998
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Western Mountains Bankruptcy Law Institute
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact 1-770-535-7722

July 16-19, 1998
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Sea Crest Resort, Falmouth, Massachusetts
            Contact: 1-703-739-0800

August 6-9-1998
   AMERICAN BANKRUPTCY INSTITUTE
      Southeast Bankruptcy Workshop
         Daufuskie Island Club & Resort,
         Hilton Head, South Carolina
            Contact: 1-703-739-0800

September 9-13, 1998
   NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
      Annual Convention
         Sheraton El Conquistador, Tuscon, Arizona
            Contact: 1-803-252-5646

September 17-20, 1998
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         The Inn at Loretta, Santa Fe, New Mexico
            Contact: 1-703-739-0800
  
October 16-20, 1998
   TURNAROUND MANAGEMENT ASSOCIATION
      1998 Annual Conference
         The Westin Hotel, Chicago, Illinois
            Contact 1-312-857-7734

December 3-5, 1998
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Westin La Paloma, Tucson, Arizona
            Contact: 1-703-739-0800

The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to
conferences@bankrupt.com 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 are $25 each.  For subscription
information, contact Christopher Beard at
301/951-6400.

              * * *  End of Transmission * *