TCR_Public/980114.MBX T R O U B L E D  C O M P A N Y   R E P O R T E R

      Wednesday, January 14, 1998, Vol. 2, No. 9

AVATEX: Subsidiary Pays $3 Million for 14% Interest
BRADLEES: Company plans to end bankruptcy case in April
C & R CLOTHIERS: Seeks Final Decree and Closing of Case
CAJUN ELECTRIC: Court Revokes Approval Trustee/RUS Pact
CHERRY COMMUNICATIONS: Seeks Ok To Pay $10M For Switches

CRAIG ELECTRONICS: Closes                           
CRAZY EDDIE: They're Coming Back
EVANSVILLE BREWERY: Buyer's Financing Called Iffy
EXPRESS ONE: Troubled Texas-based Carrier
FONE AMERICA: 80% Revenue Loss in Dispute with DAT

GULF RESOURCES: Files Chapter 11 With Mustang Oil
GUY F. ATKINSON: Court OKs Interim Procedures With Clark                    
KIDDIE ACADEMY: Files for Bankruptcy
MAX: Cuts Springs-DIA Flights to Eight Daily
NYTEST ENVIRONMENTAL: Files for Bankruptcy
SUNSHINE REHAB: Motion for Extension of Exclusivity
TAL WIRELESS: Court Orders Rejection of Executory Contracts
THE WIZ: Seeks To Sell Out-Of-Season Goods Worth $8M
TOWN & COUNTRY: Unable to Meet 10-Q Filing Date

WESTERN PACIFIC: Board Ousts Beauvais as Chairman
WESTERN PACIFIC: City to Purchase 6-Gate Concourse
WESTERN PACIFIC: Fills More Seats in '97
WESTMORELAND COAL: Continued Houlihan Engagement Questioned

AVATEX: Subsidiary Pays $3 Million for 14% Interest
A Schedule 13D was filed with the SEC, by M & A
Investments, Inc., a Delaware corporation ("M&A"), and NII
Health Care Corporation, a Delaware corporation ("NIIHCC";
collectively, the "Reporting Persons").

The Reporting Persons are both wholly-owned subsidiaries of
Avatex Corporation.  M&A paid $3,000,000 for an approximate
14% limited partnership interest in DNL Partners, Limited
Partnership (the "Partnership").

The Partnership beneficially owns 5,798,700 shares of
Common Stock of Carson (exclusive of 818,640 shares that
are deemed to be beneficially owned because of a Voting
Trust Agreement). The 5,798,700 shares of Class A Common
Stock beneficially owned by the Partnership represent
shares that the Partnership has a right to acquire, at its
option, at any time, upon the conversion in accordance with
its terms of 5,798,700 shares of Class C Common Stock, par
value $.01 per share, of Carson.

The Reporting Persons are each wholly-owned subsidiaries of
Avatex. Abbey J. Butler and Melvyn J. Estrin are Co-Chief
Executive Officers, Co-Chairman of the Board of Directors
and shareholders of Avatex, and are Co-Chief Executive
Officers and Co-Chairman of the Board of Directors of each
of the Reporting Persons. Messrs. Butler and Estrin are
also members of the Board of Directors of Carson and, in
such capacity, receive options to purchase Common Stock of

BRADLEES: Company plans to end bankruptcy case in April
The Patriot Ledger, Quincy MA reported on 01/06/98 that
Bradlees Inc. isn't meeting several of its financial goals,
but the company says it's still on track to emerge from
bankruptcy this year.  The Braintree-based retailer's sales
and operating earnings fell short of the company's recovery
plan during the third fiscal quarter, ended Nov. 1, it
said in a quarterly report to the Securities and Exchange

The real measure of Bradlees' performance lies elsewhere,
spokesman William Roberts said. "Look less to the third
quarter and more to what happened at the end of the year,"
Roberts said.  Last month, Bradlees obtained a new $250
million loan from banks led by BankBoston, $50 million more
than its previous loan, Roberts said. The interest
rate is lower, he said. That's a sign the company is doing
well, Roberts said.

Bradlees has been telling its bankruptcy creditors
regularly how it measures up against its financial recovery
plan. It included the third-quarter comparison in the SEC
report. Sales were off by $20 million, while operating
profit fell $1.2 million below the company's goal, Bradlees

The retail chain blamed weak sales of denim clothing, warm
weather that sapped outerwear sales and lower-than-expected
toy sales. The chain's new strategy of keeping everyday
prices low rather than trying to attract shoppers
with deep-discount promotions hasn't paid off as quickly as
expected, the company said.

Despite the shortfalls, Bradlees' quarterly gross margin
was just about what its plan called for: 29.5 percent
actual versus 29.4 percent planned, the report said.
Administrative and selling expenses were $3 million less
than planned, another plus. But one reason for the
improvement was a technical change that reduced the
company's reserves, Bradlees said.

The company ended up in the black in the third quarter for
the first time in almost four years. A major reason for the
$400,000 profit, however, was the better severance deal
Bradlees struck with former chief executive Mark Cohen.
Cohen agreed to accept $5.1 million instead of the $7.5
million package Bradlees originally negotiated.

Bradlees won't report results for the holiday season until
March, when it files its fourth-quarter financial report,
spokesman Roberts said.  The company intends to file a plan
to emerge from bankruptcy by mid-April and expects to
accomplish the reorganization by summer, he said. Although
Bradlees has talked "on and off" about merging with Caldor
Corp., another discount chain in bankruptcy court, no
discussions are going on now, he said.

Bradlees intends to emerge from bankruptcy without any
merger, Roberts said.  One mystery in the bankruptcy case:
A committee representing creditors recently filed a motion
under wraps. The committee, a major player in the case,
would not disclose the subject of the motion or the reason
for the secrecy. The judge in the case agreed to keep the
filings confidential.

C & R CLOTHIERS: Seeks Final Decree and Closing of Case
C& R Clothiers, Inc., reorganized debtor is seeking an
order granting a final decree and closing the Chapter 11
case at a hearing to be held on January 27, 1998.

The debtor sold substantially all of its assets at a court
approved sale on December 18, 1996.  The reorganized debtor
has distributed $1,8882,207.87 to creditors and certain
funds have been held in reserve pending fee applications.  
The plan was confirmed on August 29, 1997.  The reorganized
debtor has proceeded to liquidate all remaining assets of
the estate.  And according to the debtors there is no
further basis for this case to remain open.

CAJUN ELECTRIC: Court Revokes Approval Trustee/RUS Pact
Reported by Federal Filings Inc., on January 12, 1998,
Cajun Power Cooperative Inc. (X.CEP) - U.S. Bankruptcy
Judge Gerald Schiff, overseeing Cajun's case, surprised the
parties in the case when he revoked his prior approval of
Chapter 11 Trustee Ralph Mabey's settlement with the Rural
Utilities Service on Dec. 15.  The court ruled that it
would neither hear nor determine proposed settlements
outside of the confirmation process and directed the
competing plan proponents to file amended reorganization
plans that encompass all proposed settlements by Jan. 15.

CHERRY COMMUNICATIONS: Seeks Ok To Pay $10M For Switches
Reported by Federal Filings, Inc. on January 12, 1998,
Cherry Communications, Inc. is seeking court approval to
purchase two refurbished and upgraded Northern Telecom
switches from World Access Inc. for about $10.2 milllion, a
discount from the more than $16 million price tag usually
associated with new switches.  The U.S. Bankruptcy Court in
Chicago has rescheduled a hearing on the request from Jan.
8 to Jan. 15.

CRAIG ELECTRONICS: Closes                           
Consumer Electronics reported on 01/12/98 that Craig
Electronics shut down after lenders received bankruptcy
court approval to foreclose and sell off its inventory and
remaining assets including its trade name. Craig, which
battled throughout 1997 to stay afloat after being forced
to restate its earnings and later seek bankruptcy
protection is likely to convert its Chapter 11 bankruptcy
to a Chapter 7 liquidation. Craig listed $24.1 million
liabilities and $21.7 million assets.

The top unsecured creditor is Nationsbank Commercial Corp.
at $1.2 million, but the company's death blow was its
failure to obtain a new credit agreement to replace the one
that expired in August with a syndicate of banks led by
Bankers Trust Commercial Corp. Craig fired top executives
including Pres. Richard Berger in Sept. following
disclosure of SEC investigation and suffered setbacks
earlier in year when it was forced to switch its product
reconditioning joint ventures in China after failing to
gain govternmental  approvals.

In 1996, it had dropped video products, including VCRs that
once were its low-end staple to focus on audio products
including personal CD players and boomboxes.

CRAZY EDDIE: They're Coming Back
Relatives of convicted felon Eddie Antar said they plan to
bring back the chain of electronic stores he founded that
went bankrupt years ago after a massive stock fraud. The
first of the new Crazy Eddie stores is scheduled to
open next month in Wayne, N.J. (Associated Press)

EVANSVILLE BREWERY: Buyer's Financing Called Iffy
The Evansville Courier reported on  01/07/98 that   
Michigan Avenue Partners could start up Evansville's 147-
year-old brewery almost immediately if it can close a deal
on it, but the prospective buyer's financing was in doubt
Tuesday.  Evansville Brewing Co. bankruptcy attorney Arend
Abel confirmed that Michigan Avenue's lender had not agreed
to back the deal under terms set at a Dec. 16 hearing in
U.S. Bankruptcy Court in Evansville.

Abel said he had discussed the setback by phone Tuesday
with Michigan Avenue CEO Michael Lynch and his attorneys.
But he declined to discuss details. "Those discussions are
between (Lynch) and his lender. I'd prefer not to
speculate," Abel said.

Asked late Tuesday afternoon whether the deal with Michigan
Avenue -- the only bidder that pledged to keep the brewery
in operation -- could be salvaged, Abel replied:

"That's so tough, because it changes from day to day. If
you'd asked me at noon, I'd have said unlikely; if you
asked me now, I'd say reasonably likely. But it's really a
guess."  What isn't a guess is that time is running out.
"It's got to happen in the next few days, or it won't
happen at all,' Abel said.  To that end, a meeting of all
"interested parties" -- Lynch, the creditors committee,
Evansville Brewing officials, possibly National Bank of
Canada officials and attorneys for all involved -- is set
for two hours in advance of today's U.S. Bankruptcy Court
hearing in Indianapolis.

Lynch, the only bidder who pledged to keep the brewery in
production, was ruled best bidder by federal bankruptcy
Judge Basil H. Lorch III. Lynch bid $3 million and paid
$250,000 in earnest money, which he could forfeit if he
fails to complete the deal.  Meanwhile, the Indiana
Alcoholic Beverage Commission as of Tuesday afternoon
still did not have Michigan Avenue's application for a
brewer's license on file.

But commission attorney Dan Steiner said Lynch's investor
group could start brewing immediately if it is designated
manager of the facility by current brewery owners.
A "two- to three-week turnaround" was possible on a
transfer of Evansville Brewing's existing license to
Michigan Avenue.  Evansville Brewing President Stephen W.
Cook said he has already signed a form to effect the
transfer, but hasn't submitted it because Lynch hasn't made
application with the beverage commission.

The application must be signed by Lynch, Steiner said.
Evansville Brewing filed in October for reorganization
under federal bankruptcy law. National Bank of Canada, its
chief creditor, froze the company's accounts Oct. 1.
Lynch attempted to buy the brewery in October, but missed a
deadline for paying earnest money, prompting the bankruptcy
filing.  Lynch has been commanded by the court to close the
deal, but missed the deadline. He said he was holding back
because brewery officials hadn't taken care of license
transfers and demanded to have complete say-so on how
$100,000 in interim operating funds would be spent. Lynch
said since he was putting up the money, his financial
officer should co-sign the checks.

EXPRESS ONE: Troubled Texas-based Carrier
The Gazette reported on  01/07/98 that mechanical problems
in Durango have added to the woes of Express One.           
Express One, a troubled Texas-based carrier which has had
ties to Western Pacific Airlines, is having more
operational problems.

A charter ski flight with 182 people on board from Texas
aborted its landing at La Plata County Airport on Sunday
night because of bad weather and an unspecified mechanical
emergency.  Express One Chief Executive James Wikert was a
WestPac director from 1995 until October, when he and three
others resigned from the board just before WestPac filed
for bankruptcy.

Wikert, who married into the Hunt oil family, represented
the interests of Hunt Petroleum of Texas Inc., one of two
major WestPac backers.  WestPac leased two jets from
Express One during the summer of 1996 to help
WestPac expand its schedule.  Because of safety problems,
Express One temporarily lost its Federal Aviation
Administration certification in 1996.

On Sunday night, the charter "was on a landing approach to
Durango airport, and forward visibility at that time was a
quarter mile in freezing fog," said airport director Ron
Dent.  "The pilot elected to abort the approach due to
visibility, and as he was executing a normal missed
approach procedure he was overheard by airport
operations declaring an emergency," said a spokeswoman for
the Albuquerque airport,where the plane landed. The ski-
charter aircraft carried 10 crew members and 172

FONE AMERICA: 80% Revenue Loss in Dispute with DAT
The Mobile Communication Report stated on January 12, 1998
that Fone America (FA) sought Chapter 11 bankruptcy
protection in U.S. Bankruptcy Court, Portland, Ore., citing
an 80% revenue loss in a dispute with its major sales
agent, DAT Services. The Company said it sued DAT seeking
$20 million in damages. FA Pres. Peter Jacobs said it also
suffered when Electric Lightwave competitive LEC attached
accounts receivables and bank accounts on a "hit-and-run"
basis, "making it impossible to plan the cash flow or
attract additional investment capital." He said the
introduction of prepaid cellular phones and wireless
messaging products have been successful, although "we could
not recover from the loss" of DAT's revenue.

GULF RESOURCES: Files Chapter 11 With Mustang Oil
The San Antonio Business Journal reported on January 9,
1998 that Gulf Resources Corp. filed a voluntary Chapter

Gulf Resources Corp.
  Address: 10000 IH-10 W., Suite 200, 78230
  Chapter 11, Voluntary
  Liabilities: Over $100,000,000
  Assets: Over $100,000,000
  Business type: Holding company; 97-56619C

Mustang Oil & Gas Corp.
   Address: 10000 IH-10 W., Suite 200, 78230
   Chapter 11, Voluntary
   Liabilities: Over $100,000,000
   Assets: Over $100,000,000
   Business type: Oil & gas producer; 97-56620K

GUY F. ATKINSON: Court OKs Interim Procedures With Clark                    
On Jan. 13, 1998--Atkinson (NASDAQ/NMS:ATKNQ) announced
today that the U.S. Bankruptcy Court has approved
its Interim Procedures Agreement with The Clark
Construction Group Inc.   Intended as a bridge to a Jan.
31, 1998 asset sale to Clark, the agreement allows Clark to
assume immediate management of all of Atkinson's current
backlog of bonded projects and to hire Atkinson employees
for the creation of a "New Atkinson" subsidiary. "New
Atkinson" will have the financing and bonding capacity to
complete this Atkinson backlog and to pursue new projects
using the Atkinson name and expertise.

Atkinson employees hired by Clark shall continue to be
available to Atkinson on a "lease back" basis for the
completion of other Atkinson business.  The Interim
Procedures Agreement contemplates an eventual sale of
Atkinson's assets to Clark, on terms similar to those in a
term sheet submitted by Atkinson and Clark to the U.S.
Bankruptcy Court on Dec. 29, 1997. Under the
terms of the sale, which are subject to final negotiations,
Clark would purchase the Atkinson name and good will and
pay an additional sum for any equipment and other fixed
assets it acquires.

In addition, Clark would pay the Atkinson Chapter 11 estate
a portion of the profits generated by "New Atkinson" over
the next four years. Management of unbonded and joint
venture projects may be transferred to Clark or retained by
Atkinson. In either case, any net profits from those
projects and collections on outstanding receivables will be
for the account of Atkinson's Chapter 11 estate.

The final details of the asset purchase agreement are
expected to be negotiated and submitted to the Court prior
to Jan. 31, 1998.  Speaking for the Office of the Chairman,
Atkinson President Jack Agresti said, "This course of
action creates a solid opportunity for many of our
employees and provides for the orderly completion of our
contracts in a manner that will maximize value to
stakeholders while preserving the Atkinson name."

Atkinson operates both domestically and internationally
providing full service construction to markets for power,
infrastructure, industrial process, pulp and paper, mining,
transportation, and water and wastewater treatment.

Clark, a privately held company, is one of the nation's
largest general building contractors and is headquartered
in the Washington, D.C. area with regional offices and job
sites throughout the country.

KIDDIE ACADEMY: Files for Bankruptcy
Kiddie Academy International said yesterday that it filed
for protection under Chapter 11 of the federal bankruptcy
code, citing significant debt obligations after closing
certain premises. The child care services company's
subsidiaries, including Kiddie Academy Child Care Learning
Centers; Kid's Craft; and Kiddie Academy Franchising
Systems. also filed for bankruptcy protection. Baltimore-
based Kiddie Academy filed in the U.S. Bankruptcy Court
for the District of Maryland.

MAX: Cuts Springs-DIA Flights to Eight Daily
The Gazette reported on  01/08/98 that the thread                             
connecting Western Pacific Airlines' passengers with
Colorado Springs is getting thinner. Mountain Air Express
today will cut the number of daily flights it offers
between Colorado Springs and Denver International Airport
from 14 to eight.  The flights are operated in part out of
an agreement with WestPac to connect Springs travelers to
WestPac's Denver flights.

WestPac serves 12 cities from Denver, but retains its
corporate headquarters and reservations center in Colorado
Springs.  The reduction is in response to Dornier
Aviation's repossession of one of the five aircraft in
MAX's fleet. Dornier is the manufacturer and lessor of the
airline's planes.

A lack of passenger demand for the 14 daily flights led to
the decision to pull one of two planes MAX has used to link
Colorado Springs and Denver. Passengers booked on any of
the discontinued MAX flights have been notified and
booked onto another flight, MAX officials said Wednesday.

A judge ruled last month that MAX, which filed for
bankruptcy Nov. 6, must return the airplane no later than
today because a lease agreement with Dornier had expired.
MAX and Dornier were unable to reach an agreement extending
the lease, although MAX officials say they hope to
negotiate the use of a fifth aircraft with Dornier in the
coming weeks.  The other four planes in the airline's fleet
are part of a separate, ongoing agreement.

Because of the seasonal swings in the airline industry -
January and February being among the slowest months -
WestPac had been planning to reduce its use of MAX flights
from the Springs regardless of the fate of the fifth
airplane.  But the loss of the plane puts an agreement
between MAX and WestPac in jeopardy. A deal between the two
carriers, signed in October, calls for MAX to dedicate two
planes to the Denver-Colorado Springs shuttle, and another
three to other routes WestPac dictates.

In exchange, MAX has been receiving $200,000 per week from
WestPac for the Springs service - an amount most likely to
be reduced proportionately to the service reduction,
although details have not been worked out. MAX also
receives a portion of the ticket revenue from the other

Losing the plane has WestPac worried about how well MAX can
fulfill its obligations under the contract. A hearing
before the U.S. Bankruptcy Court in Denver on Wednesday to
discuss the issue didn't provide a resolution, but the
two sides continue to negotiate an updated agreement. If no
agreement is reached before Tuesday, a final hearing on the
matter will be held before the bankruptcy judge in Denver.

MAX also has a tentative deal to fly routes for Denver-
based Frontier Airlines, but the loss of the fifth airplane
could leave parts of that deal in the air.  For now, the
rest of MAX's current schedule, including flights from
Denver to Tulsa, Oklahoma City and Kansas City and a
handful of ski resorts, remain unaffected.

NYTEST ENVIRONMENTAL: Files for Bankruptcy                 
Nytest Environmental Inc. (OTC-Bulletin Board: NYTS) today
announced that on January 9, 1998 it filed for protection
under Chapter XI of the United States Bankruptcy Code.  The
filing was made in the U.S. Bankruptcy Court in the Eastern
District of New York, Case .198-10337-352.

Nytest Environmental Inc. further announced:
On September 26, 1997 Nytest closed its wholly owned
subsidiary the NEI/GTEL Environmental Laboratories, Inc.
Milford, NH laboratory.   On December 8, 1997 Nytest gave
peaceful possession of its wholly owned subsidiary the
NEI/GTEL Environmental Laboratories, Inc. in Wichita, KS
and Tampa, FL to its lender The CIT Group/Credit Finance.

The Roanoke Times & World News reported on  01/10/98 that
Owens Corning, Toledo, Ohio plans to cut 2,200 jobs, or 9
percent of its work force, and shutter a Canadian plant
because of falling insulation prices.  The cost-cutting
will occur in the next year and provide money needed to
invest in the business, said William Hamilton, spokesman
for the building materials maker.

"Our sales, general and administrative costs are higher
than our competitors, and we need to reduce that," Hamilton
said Friday.  The company, which has about 24,000
employees, hopes to save $175 million a year by 1999.

James Kelleher, an analyst at Argus Research in New York,
said Owens Corning was making the right move.
"I think there is recognition that they need to have a lean
cost structure in place," he said. "To compete ... in all
the different places in the world they want to compete,
they have to have a lower cost structure for all the
time."As part of the restructuring, a fiberglass insulation
plant employing 225 people in Candiac, Quebec, will be shut

About half the 2,200 layoffs will be in the United States,
including 175 at the Toledo headquarters. The company had
not identified other locations for the cuts. It has more
than 100 factories in the United States, including four
each in Texas, Georgia and Ohio.

SUNSHINE REHAB: Motion for Extension of Exclusivity
Sunshine Rehab, Inc. is requesting that the court enter an
order for a 120 day extension of the exclusivity period
within which the debtor has the exclusive right to file a
plan.  A hearing is scheduled for January 22, 1998.

The debtor claims that it is unable to formulate a plan
until there is a resolution of the jurisdictional issue in
Florida Sunshine Rehab Limited Partnership's adversary
proceedings.  In addition, the law firm of Reed, Smith,
Shaw & McCloy, lead counsel tin this case, has filed a
motion to withdraw, which has caused some delay. The
debtors, as the general partner of FSR is tied to FSR's
plan and FSR has had to rapidly downsize, is negotiation in
the adversary proceeding, and is exploring methods to
create new revenue.

TAL WIRELESS: Court Orders Rejection of Executory Contracts
The debtor is authorized to reject executory contracts with
the following entities:

1. The Irvine company
2. AVIVA Corporation Ltd.
3. Investor Associates Incorporated
4. Millennium Securities corp.
5. Comprehensive Capital Corporation
6. Dan France
7. Keith Corbin
8. Allan thompson
9. John Vargo

THE WIZ: Seeks To Sell Out-Of-Season Goods Worth $8M
WIZ INC. (X.WIZ) - Wiz is seeking court authorization to
sell certain excess, out-of-season inventory, consisting
primarily of room air conditioners with an aggregate value,
at cost, of approximately $8 million.  The retailer
asserted that the sale would "quickly raise much needed
cash during a traditionally slow period of the year for
retailers and minimize the need to borrow under the
Debtors' post-petition credit facility and incur the
additional interest expense attendant to such borrowings."

TOWN & COUNTRY: Unable to Meet 10-Q Filing Date
Town & Country Corporation (the "Company") is unable to
meet its filing date for the Form 10-Q for the period ended
November 23, 1997, without unreasonable effort or expense.
The Company's Chapter 11 bankruptcy filing and
attendant operational and managerial issues have made it
unusually difficult to complete the Form 10-Q. Accordingly,
the Company is requesting an extension.

The Company currently anticipates that its operating loss
will be approximately $4.9 million for the nine months
ended November 23, 1997 as compared to loss from operations
of approximately $36.0 million for the nine months ended
November 24, 1996. The Company also currently anticipates
that it will have a net loss of approximately $25.6 million
for the nine months ended November 23, 1997, as compared to
a net loss of approximately $48.5 million for the nine
months ended November 24, 1996.

WESTERN PACIFIC: Board Ousts Beauvais as Chairman
The Gazette reported on 01/08/98 that  Edward Beauvais, the
founder of Western Pacific Airlines, has been removed
as chairman of the company.  WestPac's board of directors
voted to reject Beauvais' employment contract, a deal
signed in November 1996 when the airline's major
shareholders pulled the day-to-day operations away from

Under Chapter 11 bankruptcy rules, any contract can be
rejected by the company in an effort to reorganize
finances. WestPac filed for bankruptcy in October.
Beauvais' three-year contract paid him $350,000 per year
and a monthly allowance of $550 for a car, travel and
entertainment. While losing that compensation and the title
of chairman, Beauvais will remain, for now, a member
of the board.

That's because it would take a shareholder vote to remove
him. But Beauvais fully expects to be removed if WestPac
emerges from bankruptcy.  Beauvais has been publicly silent
since he was removed as president and chief executive of
the company and replaced by Robert Peiser. But reached at
his home Wednesday night, Beauvais said the airline's
overhaul has been hard to take.  "I don't agree with
anything that happened in 1997, but I have no hard
feelings," Beauvais said. "That's called risk."

"This airline wouldn't be here without him," said WestPac
spokeswoman Elise Eberwein. "Market conditions dictated
something changing, but that doesn't make him any less of a
contributor to the Western Pacific story."  Sources close
to WestPac said there has been no love loss between Peiser
and Beauvais.  Beauvais is said to have generally opposed
most major changes Peiser suggested.

Much of that disagreement stemmed from Peiser's decision to
move most of WestPac's flight operations to Denver in June.
The remainder of WestPac's service in the Springs moved
north soon after the airline declared bankruptcy.  "I am
very proud of what WestPac did for Colorado Springs and
what Colorado Springs did for WestPac," Beauvais said.
"Colorado Springs was the perfect place for WestPac."

Is it still?

"Of course."

Beauvais will remain chairman of Mountain Air Express,
which he started as a commuter operation for WestPac but
which now operates almost independently. With no plans to
move from the area, he doesn't discount the idea of trying
to build another Springs-based airline - either an expanded
MAX or another airline.

A Pueblo native, Beauvais founded WestPac in 1994 on the
premise that Colorado Springs was underserved by major
airlines. When the airline began flight operations in April
1995, it used low fares, promotions and anti-Denver
International Airport sentiment to attract travelers.
Within a year, WestPac had 14 Boeing 737s in its fleet and
served 20 cities. A public stock offering in December 1995
netted about $48 million. But unforeseen losses in 1996 fed
skepticism among the Hunt and Gaylord families,
WestPac's largest shareholders and controllers of the
board. Unexpectedly, Beauvais was removed from his position
as president and chief executive, replaced by Peiser.

WESTERN PACIFIC: City to Purchase 6-Gate Concourse
The Gazette reported on 01/08/98 that the city of Colorado
Springs has agreed to buy Western Pacific Airlines' $4
million satellite concourse at the Colorado Springs Airport
for $115,000 and the waiver of about $200,000 in debts the
airline owes the city.  The airline's debts are mostly from
missed lease payments and landing fees from before
WestPac's Oct. 5 bankruptcy filing.

The two parties filed a joint motion in U.S. Bankruptcy
Court in Denver late Friday detailing the agreement.
If the deal is approved by the court, the city will receive
the six-gate concourse east of the airport's main terminal
plus two escalators WestPac had planned to use when a
connector was built to the main building.

WestPac also will be permitted to walk away from several
lease agreements it had for gates, office space and a
maintenance hangar at the airport.  WestPac and its
subsidiary, Mountain Air Express, used the terminal for
about six months until WestPac moved most of its flights to
Denver in June. Neither airline has used the terminal since

Joint plans with the city to connect the building with the
main terminal were then put on hold.  The city is undecided
about whether to proceed with that connection or how
it will use the temporary concourse.  The motion was one of
several WestPac-related news items this week:

The leasing company that supplies WestPac with three of its
18 Boeing 737 jets is asking for its planes back. Boullioun
Aircraft Holdings Co. is appealing a decision in bankruptcy
court last month that opened the door for the airline to
receive up to $50 million in financing - essentially to
recover from bankruptcy.

Part of that deal gave WestPac's new financier, Smith
Management, the ability to sublease any part of the
airline's fleet, pending court approval. But subleasing is
generally not permitted under the lease agreements WestPac
has with various aircraft owners.  Boullioun argued before
a judge in U.S. District Court in Denver the lease
agreement should be ruled in default, giving Boullioun the
ability to take the planes back. A ruling could come as
early as Monday, but WestPac officials hope for a
settlement with Boullioun outside court.

The airline also said Friday that Smith Management will buy
out the $10 million loan offered WestPac by the airline's
former backers, the Hunt and Gaylord families, in
September.  That will provide up to $7 million that had
been part of a collateral account tied to the original
loan. The Hunts and Gaylords provided much of WestPac's
backing before the airline's bankruptcy filing.

WestPac inspected four of its 18 Boeing 737s, reporting no
problems with hinge fasteners on the planes' horizontal
stabilizers.  The Federal Aviation Administration ordered
the inspections for 211 recently built 737s - including
four planes WestPac received from Boeing last summer -
because the fasteners were missing from a SilkAir 737 that
crashed in Indonesia last month.

The horizontal stabilizer is the winglike structure on both
sides of a plane's tail.   WestPac said Friday its planes
were 56.9 percent full in 1997, a drop from the 58.2
percent reported in 1996, its first full year of
operations.  In December, WestPac filled 56.6 percent of
its seats, down from the 63.4 percent it filled in December

WESTERN PACIFIC: Fills More Seats in '97
The Denver Post reported on 01/10/98 that Western Pacific
Airlines said it filled 56.9 percent of its seats in 1997,
down 1.3 points from 1996.  WestPac's passenger traffic in
1997 was actually up 31.3 percent from the previous year,
but it filled a smaller percentage of seats because its
capacity, measured as the number of available seat miles,
grew at a slightly faster pace in 1997 - 34.2 percent.

Capacity was up because the airline added new aircraft last
year. Passenger traffic is measured in revenue passenger
miles, or one passenger carried one mile. WestPac filed for
Chapter 11 bankruptcy in early October and the airline's
passenger traffic levels for December and the entire fourth
quarter apparently showed the effects of some consumer
skittishness about booking flights on the carrier.

Last month, WestPac filled 56.6 percent of its seats, down
from 63.7 percent in December 1996.  Passenger traffic was
depressed in early December "when there was considerable
uncertainty about investor interest" in the airline, said
WestPac Senior Vice President Mark Coleman. But traffic
picked up later in the month after bankruptcy court
approval of Smith Management Co.'s plan to pump $30
million in fresh capital into WestPac, the airline said.

The airline hopes to emerge from Chapter 11 in March.
On Friday, WestPac's lawyers filed a motion in bankruptcy
court that details Smith Management's buyout of a $10
million loan that the Gaylord family and Hunt Petroleum
made to WestPac in September. The Gaylord and Hunt
interests were major shareholders in the airline.

Smith's action "puts the note into the hands of a party"
with the incentive to maximize the value of the airline,
and it makes another $6.9 million in cash available to
WestPac, the document said. "The result gives Western
Pacific an added measure of both security and flexibility."

WESTMORELAND COAL: Continued Houlihan Engagement Questioned
The UMWA 1992 Benefit Plan and the UMWA Combined Benefit
fund objects to Westmoreland Coal Company's third motion to
extend the employment of Houlihan, Lokey, Howard & Zukin.

The chief objection of the Benfit Plan and Fund is that
despite nearly a full year of employment, Houlihan has
failed to prepare a non-consensual plan.  If a non-
consensual plan already has been prepared, then Houlihan's
services are no longer needed.  At least, the objectors
argue Houlihan should be hired to perform specific work.

In a separate matter, the court approved the settlement of
unmined mineral tax appeal and settlement under Hold-Back
agreement filed by Westmoreland Coal Company.  The court
approved the settlement agreement and mutual release
between Kentucky Criterion Coal Company, a non-debtor
subsidiary of Westmoreland and certain Kentucky
governmental taxing agencies and authorities and the
related agreement dated 12/15/97 between Westmoreland,
Kentucky Criterion, Criterion Coal Company, and Deane
Processing Company and Consol of Kentucky, Inc.


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