TCR_Public/980105.MBX     T R O U B L E D   C O M P A N Y   R E P O R T E R

          Monday, January 5, 1998, Vol. 2, No. 2
                      
                      Headlines

ALLIANCE ENTERTAINMENT: Hearing to Employ Coopers & Lybrand
ANCHOR RESOLUTION: Stipulation With Owens-Brockway Glass
CHATCOM: The Asian Bug Takes a Bite
EXCALIBUR FINANCIAL: Bank Objects to Wolff Ardis
FLAGSTAR: Hardee's Slows Switch to Carl's Jr. in Southeast

GUY F. ATKINSON: Interim Procedures Agreement
KIA MOTOR: To Open 11 Ohio Dealerships
KIWI AIR LINES: President Plans Visit for Loan Discussion
LEVITZ FURNITURE: Looking to Hire Real Estate Consultants
MOUNTAIN AIR: Got a Tailwind from Judge Matheson

MONTGOMERY WARD: Counsel's Disclosure
OLD AMERICA STORES: Asset Purchase Agreement
ONEITA INDUSTRIES: Expecting to File Chapter 11
PETRIE RETAIL: To Sell Clothing Chain
POCKET COMMUNICATIONS: Extension for Acceptance of Plan?

POCKET COMMUNICATIONS: Response to NatTel's Emergency Motion
Q-ENTERTAINMENT: Conversion to Chapter 7
R & D TRUCKING: 48-State Trucking Firm Closes
SA TELECOMMUNICATIONS: Committee Objects to Break-Up Fee
STRAWBERRIES: Rejection of Executory Contracts

TAL WIRELESS: Motion to Sell Assets
THAILAND AIR FORCE: Trading Chickens for Fighter Jets
WEINER'S: Overstated Its Earnings
WESTERN PACIFIC: Court Ok's Hiring Bader, Villanueva

DLS CAPITAL: Bond prices for the Week of January 2

                        ---------

ALLIANCE ENTERTAINMENT: Hearing to Employ Coopers & Lybrand
-----------------------------------------------------------
On January 6, 1998 the debtors will seek an order
authorizing the debtors, Alliance Entertaiment Corp. et
al., to employ Coopers & Lybrand, LLP as tax accountants
and auditors.


ANCHOR RESOLUTION: Stipulation With Owens-Brockway Glass
--------------------------------------------------------
Anchor Resolution Corp. and Anchor Recycling Corporation
and Owens-Brockway Glass Container Inc. entered into a
Stipulation.  Originally, Owens-Brockway and certain of its
affiliates filed five proofs of claim in Old Anchor's case.
The parties have agreed that Old Anchor would pay to Owens-
Brockway $2,000,000.  Each of the Owens pre-petition claims
shall be allowed Class 9 general unsecured claims for
purposes of distribution under the plan and for all other
purposes of the debtors' cases in the amount set forth in
the Stipulation.  


CHATCOM: The Asian Bug Takes a Bite
-----------------------------------
The Los Angeles Daily News reported on December 30, 1997
that the Asian bug has bitten ChatCom Inc., hard. On
Monday, officials with the Chatsworth-based maker of file
servers said in a prepared statement that a Singapore
distributor is delinquent on a multimillion-dollar bill,
the distributor doesn't have $1 million it planned to
invest in ChatCom stock and that ChatCom "does not have
sufficient working capital to meet all of its current
obligations."

In addition, ChatCom couldn't get an additional $600,000
from preferred stockholders because it didn't satisfy
certain unspecified conditions. The company stock touched
its 52-week low of 5/32 during trading on Monday,
but recovered to close at 9/32 on volume of 233,800 shares,
almost four times its 30-day average volume. Macon Holdings
PTE Ltd., ChatCom's Singaporean distributor, blamed turmoil
in Asia's economies and currencies when it failed to make
its minimum $400,000 payment for products received.

According to ChatCom's press release, Macon has given back
$500,000 worth of equipment to ChatCom and an additional $2
million in equipment will be returned in the near future.
While ChatCom expects to resell the returned goods, its
revenues will show a "material reduction," and inventory
levels will rise. Macon owes ChatCom $2.7 million in
accounts receivable, of which $2.2 million is delinquent by
more than 90 days. The Singaporean distributor also was
expected to buy 666,666 shares of ChatCom's common stock
for $1 million.

ChatCom said it is working on getting additional financing
and restructuring a "significant" portion of its trade debt
with creditors. A shareholder already agreed to lend it
$500,000 by year end. ChatCom made $2.4 million in revenues
for the second quarter ended Sept. 30, up from $2.2 million
a year ago. Net loss was $1.7 million (17 cents a share)
vs. a loss of $1.2 million (14 cents) in 1996.  For the
first two quarters, revenues rose 40 percent to $6.9
million from 1996. Net loss was $2.27 million (23 cents)
vs. a $2.5 million loss (31 cents).


EXCALIBUR FINANCIAL: Bank Objects to Wolff Ardis PC
---------------------------------------------------
Credit Suisse First Boston Mortgage Capital LLC ("the
bank") has objected to the application of Excalibur
Financial Services LP, PBC Servicing Corporation and Rapid
Acceptance Corporation, debtors, requesting authorization
to hire Wolff Ardis, PC as attorneys for the debtors.  The
bank believes that the court should deny the application
because there has been no demonstrated legitimate benefit
that would accrue to the debtors' estates fi the proposed
state court litigation is commenced.  

According to the bank, there are virtually no parties in
interest to these cases other than the debtors and the
bank.  The bank claims that this case represents an attempt
to manipulate the Chapter 11 process to capitalize the
expansion by Excalibur into the enormously risky business
of investing in distressed real estate loans.  To carry out
this plan, Excalibur is attempting to deny the bank the
right to sell or collect on retail automobile finance
contracts that the bank purchased from Excalibur's prior
business, and convert the bank's short-term investment in
the Contracts into a long-term loan to Excalibur in its new
role as a high-risk real estate investor.  According to the
bank, Excalibur continues to woe more than $35 million of
repurchase obligations.

The bank belieepves that Excalibur wants to coerce a loan
of the bank's capital by obtaining a determination that the
contracts are not owned by the bank, but rather are
collateral for a secured loan by the bank to Excalibur, and
that Excalibur wants a cramdown Chapter 11 plan over the
bank's objection whereby the bank's matured one year and
shorter "secured loans" are stretched for 5 to 7 years -
longer than the life of the underlying contracts.  The bank
intends to fight Excalibur's "scheme" by obtaining a
determination that the transactions under the Repurchase
Agreement are purchases and sales.


FLAGSTAR: Hardee's Slows Switch to Carl's Jr. in Southeast
----------------------------------------------------------                
The Morning Star of Wilmington, North Carolina reported on
January 1, 1998 that the new owners of Hardee's have
delayed changing the name in the Southeast, where the
restaurant has a strong customer base and where most of
the chain's outlets are owned by franchisees.

"We've shifted our focus," CKE spokesman Suzi Brown said of
the company's earlier intent to convert Hardee's in
Charleston, S.C.  "We will convert at some point, but we
have re-evaluated our focus and have decided that more of a
contiguous expansion in the Midwest would make sense."
Six months ago, California-based CKE Restaurants Inc.
purchased Hardee's Food Systems Inc. for $327 million.

When the purchase was announced, CKE said it planned to
change Hardee's outlets into Carl's Jr. restaurants and
incorporate a dual-brand menu, dropping all Hardee's items
except its popular breakfast foods. CKE already has hung
Carl's Jr. signs on 74 Hardee's restaurants in Peoria,
Ill., and Oklahoma City.

In Oklahoma City, where CKE converted 47 company-owned
restaurants, November sales increased 19.6 percent over the
same month last year, company officials said.  CKE has not
done any test-marketing of Carl's Jr. hamburgers in the
Southeast, and franchisees want the company to go slowly.

"We're cautious," said Bill Boddie, a partner in Rocky
Mount-based Boddie Noell Enterprises Inc., the second-
largest Hardee's franchisee, with 340 units.  Hardee's
franchisees banded in October, forming the first
Independent Hardee's Franchisee Association, to protect
their interests and build consensus.  Meanwhile, CKE is
buying more Hardee's restaurants. In the Southeast, CKE
has its eye on the 550 Hardee's units owned by Flagstar
Cos. The Spartanburg, S.C., company, the largest Hardee's
franchisee, will emerge from bankruptcy next month.


GUY F. ATKINSON: Interim Procedures Agreement
--------------------------------------------
Guy F. Atkinson Company of California, Guy F. Atkinson
Company and Guy F. Atkinson Holdings, Ltd., debtors, are
seeking authority to enter into interim procedures
agreement with The Clark Construction Group, Inc.  A
hearing is scheduled for January 9, 1998.  The debtors are
also asking the court to extend until March 31, 1998, the
exclusive period in which the debtors can file a plan,
provided that if the debtors fail to file a plan by January
30, 1998, or if the debtors file a plan which is not
approved by one of its major creditor groups, the
disapproving creditor could file its own plan.

The debtors request that the court enter an order
authorizing the collateral agreements, side letters and
other understandings which are referred to in the Interim
Procedures Agreement.  By January 23, 1998, the debtors
expect to have reached agreement with Clark and the Bonding
companies on the detailed items referred to in the Interim
Procedures Agreement.  By January 23, the debtors expect
that the major creditor groups will have agreed on the
Financing Term Sheets and the essential features of a plan
of reorganization based on the Clark Term Sheet. January 23
is also the date for hearing the debtors' motion for
continued DIP financing and use of cash collateral for
three months until the plan is confirmed.    

Clark would be engaged as an independent contractor to
provide construction management services to the debtors.  
The agreement would terminate after one year, or upon
confirmation of a plan of reorganization.  "The going
concern value of Atkinson is now a melting ice cube.  The
Bonding Companies have run out of patience and have now
found a general contractor capable of taking over the
debtors' bonded projects - with or without the cooperation
of the debtors.  The debtors are losing key personnel to
competitors and the Banks' cash collateral alone is not
sufficient to fund approximately $6 million needed for
joint venture capital calls."


KIA MOTOR: To Open 11 Ohio Dealerships
--------------------------------------
Ohio dealerships will help pull the company out of its
financial difficulties.  The Kia Motor Corp., battered in
recent months by slow sales and an uncertain national
economy, is opening six dealerships in the Cleveland area
and five others around the state this week. It is the
second Korean auto maker to announce plans to enter the
Cleveland market. On Dec. 19, Daewoo Motor Corp. said it
will open a factory-direct store this summer in Cleveland.

Kia is concentrating on the Midwest and other American
markets because of slipping sales in South Korea and the
weakness of the South Korean currency.  In October, the
South Korean government announced it was placing Kia under
court receivership, assuming majority ownership through a
state-controlled bank and installing a temporary new
management team.

Kia has more than 320 dealerships in 32 states. Ohio fits
Kia's strategy of entering the U.S. market region by
region, spokesman Geno Effler said. It already has
dealerships in the West, the Southeast and along the East
Coast.


KIWI AIR LINES: President Plans Visit for Loan Discussion
---------------------------------------------------------
The Buffalo News reported on December 31, 1997 that                         
Kiwi International Air Lines president and chief executive
officer Jerry Murphy will visit Niagara County in the first
10 days of January to discuss new terms for a county loan
to the airline, Industrial Development Agency Executive
Director John R. Simon said Tuesday. If all goes well,
"we're hoping they could be in the air (to and from
Niagara Falls International Airport) by March," Simon said.

Murphy will suggest three possible meeting dates, Simon
said, "and it'll be up to Gerry Meal to get the legislators
together."  Legislator Gerald E. Meal, R-Royalton, is
chairman-designate of the County Legislature, effective
Thursday. Simon said Meal would select three legislators
from each party to meet with Murphy and IDA staff members.

The main topic of discussion will be the guarantees or
collateral to be demanded by the county for repayment of a
$550,000 loan. Kiwi sought the loan to help pay costs
connected with starting passenger airline service to
Niagara Falls.  The Legislature approved the loan in August
but required a personal guarantee of repayment from a Kiwi
executive or investor. Simon said Murphy agreed at the time
that Dr. Charles C. Edwards, the Baltimore physician who is
Kiwi's chairman, would make the guarantee.

However, it turned out that Edwards had taken on too many
other financial burdens in the process of bringing the
airline out of Bankruptcy Court since last summer.
Attention eventually shifted to Joseph Logan, president of
Wasatch International, a company with a large investment in
Kiwi.

Apparently reluctant to guarantee the loan directly, Logan
offered to put up $1.1 million worth of stocks he
personally owns as collateral equal to twice the value of
the loan. However, IDA officials were disappointed with the
caliber of the stocks offered, with Legislator Robert R.
Villani, R-Town of Niagara, an IDA board member, saying
they were "not blue-chip."

Any change away from a personal guarantee by a Kiwi
executive would be subject to approval by the Legislature,
since that was written specifically into its August
resolution. Simon said the earliest that such a change
could be approved, assuming that agreement is reached
during the early January negotiating session, is the Jan.
20 meeting of the full Legislature.

If that does occur, Simon said, a special meeting of the
IDA board would be called to convey the actual loan, and
Kiwi could be flying to Niagara Falls by March.
Simon said the January meeting with Murphy will not touch
on advance ticket sales or on the airline's request for in-
kind marketing services. "They're not part of this
discussion," Simon said.  Ticket sales to local companies
have been virtually non-existent, but Kiwi spokesman Robert
B. Kulat said the airline has been talking with tour
operators about package deals involving Niagara Falls
excursions. He declined further comment on any matters
pertaining to Niagara Falls air service.

Simon said that "we don't know what discussions they may
have had with tour operators. . . . We do know that local
businesses are not enthusiastic about putting money in
escrow (for tickets) without knowing schedules."  The
Niagara Falls Area Chamber of Commerce spearheaded an
effort to sell books of 10 one-way fares from Niagara Falls
to Newark, N.J., for $1,010 each.


LEVITZ FURNITURE: Looking to Hire Real Estate Consultants
---------------------------------------------------------
The debtors, Levitz Furniture Incorporated, et al., seek
Judge Farnan's authority to employ Retail Consulting
Services, Inc., as real estate consultants to the debtors.
The debtors seek the services of the real estate
consultants to provide services, among others, relating to
the renegotiation of the debtors' various leaseholds.  The
debtors are lessees on approximately 80 potential going-
forward stores.  The ultimate determination as to whether
the debtors will assume or reject the leases will depend,
in part, upon whether they are able to obtain rent
concessions or lease modifications.  The debtors will pa a
retainer of $35,000, and Retail Consulting will receive
fees generally based on the savings Retail Consulting
generates.


MOUNTAIN AIR: Got a Tailwind from Judge Matheson
------------------------------------------------
As reported in the Denver Post on January 1, 1998, Mountain
Air Express, a commuter airline based in Colorado Springs,
got a much needed tailwind on Wednesday from U.S.
Bankruptcy Court Judge Charles Matheson in Denver.
Matheson's ruling, in effect, allows the airline to
continue operating its fleet of four Dornier 328 turboprop
airplanes.

The judge also ruled that MAX, as the airline is called,
hasn't lost the right to exercise an agreement to buy eight
additional Dornier aircraft in the future.
"The ruling is better than the alternative," said MAX
President Tom McClain. Had Matheson not ruled in MAX's
favor, the small airline could have wound up
without a fleet.  "We intend to grow our fleet to 12
aircraft by 2000," McClain said after the hearing, which
resolved disputes that arose when MAX filed for Chapter 11
bankruptcy protection from creditors Nov. 6.

MAX operates from a hub at Denver International Airport's A
concourse. It flies to Colorado Springs, Kansas City,
Tulsa, Oklahoma City and Aspen. Delays in receiving ticket
revenues last fall left the company unable to pay its
bills. The airline is majority-owned by Western Pacific
Airlines, which filed for bankruptcy protection in October.
As MAX's revenues began drying up last summer, the airline
defaulted on rent payments owed to Dornier Aviation, owner
of MAX's four turboprop planes. MAX made good on those
payments only to default on a payment due in November.

Dornier then notified the airline that the lease covering
the planes had been broken and it demanded the return of
the planes. The amount due Dornier was estimated at
$721,000. Shortly after the demand was issued, MAX filed
for bankruptcy protection.  Attorneys for Dornier argued in
court that as the lease had been invalidated before MAX
filed its bankruptcy petition, the airline shouldn't be
allowed to assume the lease in the future, even if MAX pays
the overdue rent.

Dornier also argued that MAX broke terms of a separate
agreement - under which MAX eventually would buy eight or
more Dornier aircraft - and that the airline shouldn't be
allowed to exercise that agreement either.  Matheson,
however, said both agreements were still in effect when MAX
declared bankruptcy.

If MAX pays the overdue $721,000 by Jan. 5 and if it meets
other requirements of the U.S. Bankruptcy Code, the airline
may seek permission to assume the lease agreement, Matheson
said. McClain said that could happen in March.  Although
the judge said MAX retains the right to seek court
permission to assume the purchase agreement, he also said
Dornier doesn't have to provide financing for the purchase
of the planes. That means MAX will have to get financing
elsewhere if it hopes to keep growing.

"We feel pretty comfortable that acquiring those aircraft
and getting them financed ourselves ... is a very do-able
situation," McClain said.  Susan Martineau, an attorney for
Dornier, said the company is "comfortable with the judge's
decision overall."


MONTGOMERY WARD: Counsel's Disclosure
-------------------------------------
Luskin, Stern & Eisler LLP disclosed that it is counsel to
four Agent Banks, the First National Bank of Chicago, The
Bank of Nova Scotia, New York Agency, The Bank of New York,
and Bank of America, for a bank group consisting of the 31
banks and other institutional lenders.  The Bank Group
currently holds unsecured claims against Montgomery Ward
Holding Corp., et al. in the amount of approximately $1.2
billion arising under certain short-term and long-term
credit agreements, dated as of September 15, 1994, as
amended.


OLD AMERICA STORES: Asset Purchase Agreement
--------------------------------------------
Old America Stores, Inc., Old America Wholesale, Inc., and
Old America Store, Inc. as debtors seek court authority to
enter into an asset purchase agreement for the sale of the
debtors' retail business operations and related non-cash
assets, or alternatively, an agency agreement to conduct
store closing sales at all locations, and authorizing an
auction and approving bidding procedures, including bid
protections and a break-up fee.

The debtors have agreed to enter into an asset purchase
agreement with Robert E. Kirkland and/or his
designee/assignee.  Kirkland will at its election either
assume the debtors' obligations to Bank Boston under the
term loan and revolver or pay Bank Boston a sum sufficient
to satisfy the debtors' obligations under the term loan and
revolver not to exceed $11,660,000 and provide for the
refinancing, repayment or other financial accommodation
with respect to any amounts due tot National Bank of
Canada.  Kirkland will also assume subject to certain
limitations, the debtors' outstanding post-petition trade
payables and non-trade payables.

Any competing offer must be in an amount that is not less
than $750,000 higher than the Kirkland purchase price, with
successive offers being made in additional increments of
not less than $50,000.  A break-up fee of $500,000 is
proposed.


ONEITA INDUSTRIES: Expecting to File Chapter 11
-----------------------------------------------
Oneita Industries said Wednesday it expects to file for
Chapter 11 bankruptcy protection, following losses in the
fourth quarter and fiscal 1997. The maker of sportswear and
baby clothes reported a loss of $24.7 million, or $2.70 a
share, for the fourth quarter ended Sept. 27, compared with
a year-earlier loss of $19.7 million, or $2.56, as a result
of continued low prices in the T-shirt market. Sales fell
to $33 million from $34.7 million.

For the full year, the company had a loss of $40.7 million,
or $4.44 a share, compared with a fiscal 1996 loss of $53.7
million, or $7.58. Sales fell to $135 million from $168.35
million.


PETRIE RETAIL: To Sell Clothing Chain
--------------------------------------
Petrie Retail Inc. said it plans to sell its 420-store
G&G/Rave chain by June 30 as part of its Chapter 11
bankruptcy proceedings. CIBC Oppenheimer will help Petrie
find a buyer for the chain, which sells junior clothing.
Petrie sought bankruptcy protection in October, 1995.


POCKET COMMUNICATIONS: Extension for Acceptance of Plan?
--------------------------------------------------------
On January 6, 1998 the court will hear the debtors' motion
for an order further extending the debtors' exclusive right
to obtain acceptances.


POCKET COMMUNICATIONS: Response to NatTel's Emergency Motion
------------------------------------------------------------
Pocket Communications, Inc. and DCR PCS, Inc. made a
preliminary response to the emergency motion of National
Telecom for partial relief from the Automatic Stay.  The
debtors claim that the "Emergency Motion is nothing more
than a further unwarranted attempt by NatTel to disrupt
these proceedings and harass the debtors."

Pocket states that NatTel is incorrect when it advises the
court that the debtors have no equity in the licenses for
the benefit of the estates.  The debtors state that when
they exercise their election under the FCC restructuring
options, they will be able to create millions of dollars of
equity in the licenses for the benefit of the estates.  
They also state that NatTel is equally incorrect when it
states that there is no possible reorganization in this
case, since, curiously, NatTel itself proposes to present
its own reorganization plan.  Finally, as to NatTel's claim
that cause exists for relief from the stay so that it can
elevate its status to that of secured creditor, the debtor
states that such assertion is both factually and legally
without merit.  Therefore, the debtor requests that the
motion of NatTel be denied.


Q-ENTERTAINMENT: Conversion to Chapter 7
----------------------------------------
On December 29, 1997 the cases listed have all been
converted to a case under Chapter 7 of the United States
Bankruptcy Code:

     Q-Entertainment Inc., f/k/a Q-Zar, Inc.,
     Q-Networks, Inc. f/k/a Q-Zar West, Inc.,
     Q-West LLC,
     Q-Zar USA, INC., f/k/a MWBC, Inc.,
     Q-Zar Franchising, Inc. and
     Terrier Holdings, Inc.  

Scott Seidel has been appointed Chapter 7 trustee in the
cases.

Any party objecting to the conversion has twelve days from
December 29, 1997 to logde their objection with the Court.


R & D TRUCKING: 48-State Trucking Firm Closes
---------------------------------------------
The Commercial Appeal of Memphis, Tennessee reported on
January 1, 1998 that R & D Trucking closed when it was
unable to satisfy its creditors in bankruptcy court on
Wednesday and laid off nearly 230 employees nationwide.
The long-haul carrier, which operated in 48 states,
including Mississippi, had 178 non-union drivers and 50
support employees, most of whom worked at its
Florence headquarters and a facility in Courtland.

Assistant personnel director Bobbie Sue Curtis said R & D
had been unable to work out an agreement with creditors
since filing for reorganization under bankruptcy laws in
June.  "They're still going to make an attempt to
reorganize, but at this point the best thing to do is just
shut down," she said. "We are trying to help our drivers
and employees find work elsewhere."

Financial data on the privately owned company was not
immediately available from the bankruptcy court office in
Decatur. The company sought protection from several hundred
creditors.  A memo distributed to employees blamed
financial conditions and the Chapter 11 bankruptcy for the
decision to close. The letter advised workers to contact
the state unemployment office in Sheffield for benefits.
Workers will not receive severance pay or compensation for
remaining vacation time. The drivers earned between 25
cents and 30 cents per mile, and office personnel had a
base pay of $6 an hour.


SA TELECOMMUNICATIONS: Committee Objects to Break-Up Fee
--------------------------------------------------------
The Official Committeee of Unsecured Creditors of SA
Telecommunications, Inc., filed an objection to the breakup
fee and overbid provisions and an overadvance facility
under the post-petition lending facility. According to the
Committee, the debtors believe that the sole viable
alternative available to the debtors is the immediate sale
of the debtors' assets.  The Committee believes that
further due diligence is necessary to determine whether
alternatives to this strategy are available.  

The Committee believes that a $750,000 overbid is
excessive, and that Equalnet should not receive the
$500,000 break-up fee if a reorganization of the debtors
without a sale is accomplished.  At this stage of the case,
the Committee believes it is premature for the court to
determine whether a sale of the assets of the debtor should
be permitted, or whether a reorganization of the debtors,
or other alternatives be allowed to be pursued to produce a
greater recovery for creditors.


STRAWBERRIES: Rejection of Executory Contracts
----------------------------------------------
Milford Resolution, Inc. f/k/a Strawberries Inc., and
Strawberries Holding Inc., debtors are seeking court
approval to reject certain executory contracts and to fix
the last date for filing proofs of claim for any alleged
damages arising form or relating to the debtors' rejection
of such executory contracts.  The debtors are still party
to at least 56 non-real estate related executory contracts
after the sale to Record Town of substantially all of
Strawberries' assets.

The debtors have determined that rejection of the executory
contracts is in the best interests of their creditors and
estates.  The debtors request that this court fix a date
thirty days after service of a notice of entry of the
rejection order as the date on or by which proofs of
rejection claims must be filed.  The debtors expect to file
their joint liquidating plan of reorganization in early
1998.


TAL WIRELESS: Motion to Sell Assets
-----------------------------------
Tal Wireless Networks, Inc., debtor has filed a motion to
sell assets. The debtor is a publicly traded company that
merged with American Phoenix Group, Inc. in November, 1996.  
In July, 1997 the debtor shut down its operations.  As a
result of the shut down of the debtor's operations, the
debtor still has in its possession miscellaneous parts and
inventory.  The debtor entered into an agreement with
Wireless Networks, inc. to sell these assets.  The
consideration is $4,000. and $25 per unit for the first
1,000 units which incorporates any of the assets purchased
from the debtor.  The debtor also grants to Wireless
Networks, Inc. any of the intellectual property rights it
has in the Wirelss Router.


THAILAND AIR FORCE: Trading Chickens for Fighter Jets
-----------------------------------------------------
The Financial Times reports that the Thai Air Force owes
Boeing $392 million for eight F/A-18 strike aircraft.  
Strapped for cash because tax revenues have fallen sharply,
the Thai Government thought about backing out of the deal
with Boeing, but the termination fee was $250 million.  

The Thai Government obtained extended payment terms for
$300 million of the debt by negotiating a financing package
with Boeing which matures in 2003.  The $90 million balance
will be paid through a counter-trade deal "whereby Boeing
will take delivery of Thai commodities such as rubber,
frozen chicken and canned fruit in lieu of cash," the FT
reported.  


WEINER'S: Overstated Its Earnings
---------------------------------
The Houston Chronicle reported on January 1, 1998 that        
Weiner's Stores announced this week that it overstated its
third- quarter earnings.  Weiner's said it actually earned
$15.8 million during the quarter ended Oct. 25. Last month,
Weiner's reported that it earned $31.7 million during the
third quarter.

Auditors found that the chain of clothing stores had
inadvertently put $15.9 million of "fresh start adjustment"
onto its books as income, said chief financial officer Ray
Miller. A fresh start adjustment is an accounting
technique that is used by companies to report their
financial results after coming out of a bankruptcy
reorganization and typically refers to the amount of
debt that has been dismissed as a result of the bankruptcy.

Weiner's, which owns 128 stores in Texas and Southwest
Louisiana, emerged from Chapter 11 bankruptcy in August. It
filed for bankruptcy in 1995 after facing several seasons
of harsh competition from discounters and a lot of debt.
While Weiner's is not a publicly traded company, it has
issued stock to all of its debt holders in its Chapter 11
bankruptcy.

The company used to have just two shareholders; now it has
more than 500, Miller said.  The revision that was
announced this week will have no effect on the balance
sheet or the operating results, Miller said.  Weiner's
would like to become a public company and hopes to trade on
the stock market this spring.


WESTERN PACIFIC: Court Ok's Hiring Bader, Villanueva
----------------------------------------------------
United States Bankruptcy Judge Sidney Brooks entered an
order authorizing the employment of Bader, Villanueva &
Feder, PC as special counsel to the debtor.


DLS CAPITAL: Bond prices for the Week of January 2
--------------------------------------------------
The following are indicated prices for last week's selected
issues:

Alliance Entertainment 11 1/4 '05              4 - 6 (f)
Amer Telecasting 0/14 1/2 '04                 25 - 29
APS 11 7/8 '06                                52 - 54
Bradlees 11 '02                                5 - 6 (f)
Bruno's 10 1/2                                35 - 36
CAI Wireless 12 1/4 '02                       26 - 28
Cityscape 12 3/4 '04                          44 - 45
Echo Bay 11 '27                               80 - 84
Flagstar 11 1/4 '04                           38 - 40 (f)
Harrah's Jazz 14 1/4 '01                      30 - 32 (f)
Hechinger 9.45 '12                            73 - 75
Hill's 12 1/2 '03                             79 - 80
Grand Union 12 '04                            53 - 54
Levitz 9 5/8 '03                              34 - 36 (f)
Liggett 11 1'99                               66 - 69
Marvel 0 '98                                   4 - 5
Mobilmedia 9 3/8 '07                           8 - 11 (f)
Mosler 11 '03                                 76 - 78
Royal Oak 11 '06                              71 - 75
Speedy Muffler 10 7/8 '06                     63 - 65
Stratosphere 14 1/4 '02                       52 - 58 (f)
Trump Castle 11 3/4 '03                   92 1/2 - 93 1/2
Wickes 11 5/8 '03                             93 - 94

Best wishes for a successful 1998.

                         ---------

A listing of meetings, conferences and seminars appears   
every Tuesday.  
  
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 1998.  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 * * *