TCR_Public/980325.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, March 25, 1998, Vol. 2, No. 58              
                    
                   Headlines

2CONNECT: Applies to Employ Koniver-Stern
BARNEY'S: Seeks 8th Extension of Exclusivity
BENOVA INC: Subsidiary of Fleet Acquires Benova
BRE-X MINERALS: Angry Investors Present Class Action Suit
CONSOLIDATED STAINLESS: Seeks Ok of Appraiser

ELEK-TEK INC: Exclusivity Extended
FRETTER INC: Wins Exclusivity Extension
GIBSON'S HOLDING: Motion for a Bar Date
GOLDLINX INTERNATIONAL: Plan to Restructure
GULF RESOURCES: Energy Income Fund Seeks Stay Relief

HOMEPLACE STORES: Seeks Nod To Refinance DIP Funding Pact
KIA MOTORS: Hyundai Confident of Taking Over
KOENIG SPORTING: Order Authorizing Special Counsel
NAL FINANCIAL: Announces Filing Under Chapter 11
ONE-STOP WIRELESS: Seeks Special Counsel

ONE STOP WIRELESS: Seeks to Retain Allan Morinoue
PMB CONSOLIDATED: Case Summary
PARAGON TRADE: Committee Seeks to Hire Price Waterhouse
PORTACOM WIRELESS: Case Summary and 15 Largest Creditors
RELIANCE ACCEPTANCE: Committee Asks to Employ Ernst & Young

RELIANCE ACCEPTANCE: Notice of Bar Date
TOSHOKU AMERICA: Notice Fixing Bar Date

                   *********

2CONNECT: Applies to Employ Koniver-Stern
-----------------------------------------
The debtor, 2Connect Express, Inc., filed an ex-parte
application to employ The Koniver-Stern Group as agent for
the debtor in negotiations with landlords fo the debtor's
store locations.  

The debtors state that in connection with its overall
strategy to successfully reposition and restructure the
debtor, the debtor has concluded that it is necessary and
in the best interests of the estate to retain a commercial
real estate agent to act as the debtor's agent in
negotiating with landlords for certain relocations, the
reduction of rent and for new store locations.


BARNEY'S: Seeks 8th Extension of Exclusivity
--------------------------------------------
The debtors, Barney's, Inc. et al., seek an order granting
an eighth extension of the debtors' exclusive periods and a
further extension of time for filing a Disclosure
Statement.

The debtors are seeking an extension of the time periods
within which the debtors have the exclusive right to file a
plan and solicit acceptances, for an additional one hundred
twenty days through and including July 31, 1998 and
September 29, 1998 respectively.

The debtors are also seeking a further extension of time to
file a disclosure statement through and including July 31,
1998.

The debtors believe that the extension is essential to the
efforts of the debtors and the other major constituencies
in these cases to consummate the court approved Investor
Process and to reach consensus on a plan of reorganization.  

In particular, the requested extension is necessary to the
parties' efforts to reach an agreement with respect to the
allocation and distribution of proceeds to be made upon
consummation of the Investor Process, which the debtors
believe is the most likely approach to the confirmation of
a plan.

The debtors state that in accordance with the Investor
Procedure, the debtors, the Committee and Dickson Concepts
(International) Limited (DCIL) entered into a definitive
asset purchase agreement, which could be the basis of such
a plan.

The debtors state that they have experienced a dramatic
business and financial turnaround in the past seven
months, and that the debtors have cooperated with all of
the major constituencies in these cases.  For these
reasons, the debtors feel that there is cause for the
extensions of exclusivity.


BENOVA INC: Subsidiary of Fleet Acquires Benova
-----------------------------------------------
A subsidiary of the $85 billion Fleet Financial Group has
acquired Benova Inc., a Portland-based enrollment broker
currently in a Chapter 11 bankruptcy reorganization.
Fleet's ASFA Data Corp. of Long Beach, Calif., purchased
the privately owned Benova March 1. Terms of the deal
weren't disclosed. If the sale price at least matches
Benova's revenue, the deal would rank among the largest two
dozen mergers and acquisitions in the area in the last
year.

Benova president Colleen Cain said she expects the deal to
kick off a major growth spurt for Benova. She predicted as
a result of the sale Benova's work force would double, to
more than 500 employees, in the first year. Within five
years, she said the Fleet connection could drive revenue
from $27 million today to $100 million. She said the sale
will allow it to gain a presence in 15 to 20 markets;
currently, Benova operates in six major markets.

Cain and others say Fleet isn't buying a failing company.
Benova filed for reorganization in 1996 but is about to pay
off its final bankruptcy-related debts. Last fall a company
official said Benova was back in the black.  The sale will
give Benova the financial firepower to grow its health
administrative service. The deal gives Benova access to
ASFA's experience in running huge call centers and the
financial flexibility of Fleet's deep pocketbooks. Benova
brings ASFA and Fleet expertise in the health area.

The combination should leverage more contracting power for
the two companies. Benova will remain an independent
entity, with key managers and its headquarters remaining in
Portland. Cain said Benova had partnered with ASFA to
handle a Medicare contract, the genesis of the acquisition
talks.  Benova had a disputed $6 million tab owed to the
company by the California Department of Health Services.
Benova has since settled with California and received
partial payment.  Benova's bankruptcy repayments will
conclude by the end of this month.
(Business Journal Portland - 03/20/98)


BRE-X MINERALS: Angry Investors Present Class Action Suit
---------------------------------------------------------
Angry Bre-X investors presented a class action lawsuit that
could alter the face of financial markets in Canada.
The lawsuit, filed by Windsor, Ontario lawyer Harvey
Strosberg on behalf of thousands of Bre-X investors,
accuses several large brokerages, including
Nesbitt Burns Inc., of having provided misleading
information about Bre-X Minerals Ltd. and its now infamous
Busang gold mine in Indonesia.

Strosberg contended in his submission to a provincial court
that Nesbitt and other brokerages had a fiduciary duty on
behalf of their clients to investigate Bre-X and ensure the
company was a proper and viable investment.   The lawsuit
claimed the brokerages violated that duty and Canada's
Competition Act when they provided research reports
recommending purchases of Bre-X stock.

Calgary-based Bre-X, once the toast of Canada's mining
sector for its discovery of an apparently massive gold mine
in the Indonesian jungle, began to disintegrate one year
ago this week after it was revealed Busang contained
insignificant traces of gold.   Bre-X's share price
eventually collapsed and the company went into
bankruptcy, wiping out more than $3 billion worth of
investments. Investors have filed a series of class actions
in Canada and the United States to try to recover some of
their losses.

"This lawsuit is a huge thing and if it was successful, it
would throw a real chill on capital markets and that is why
it will be defended so vigorously," said a financial market
source familiar with the case.   "Obviously, the market as
we know it would be irrevocably changed if investors could
get a lawyer and sue every time a stock went down," the
source said.

Nesbitt, whose star mining analyst, Egizio Bianchini, was
among the first analysts to cover Bre-X and was one of the
company's biggest boosters, has been fingered by some
market watchers as the most vulnerable brokerage involved
in the case.  In June 1996, a Nesbitt report estimated that
Busang contained up to 62 million ounces of gold. Other
analysts put the reserves closer to 70 million ounces.

Nesbitt has argued that it should be excluded from the
lawsuit because its reports simply recommended stocks and
could not be held responsible for the subsequent actions of
its clients.   "Egizio Bianchini is a highly respected
analyst with an outstanding array of qualifications, who
did his work and lived up to all of the standards
required of an analyst and as a result we have a strong
defence on the merits," Nesbitt Burns' lawyer John Campion
told Reuters during a break in the proceedings.


CONSOLIDATED STAINLESS: Seeks Ok of Appraiser
---------------------------------------------
Consolidated Stainless, Inc. filed an application for an
order authorizing the employment of Sherwood Consulting &
Appraising, Inc. as the debtor's appraiser.

The debtor seeks to retain Sherwood Consulting & Appraising
Inc. as its appraiser to perform an appraisal of the
debtor's machinery and equipment located at the debtor's
two manufacturing facilities.


ELEK-TEK INC: Exclusivity Extended
----------------------------------.
Elek-Tek Inc. won a 45-day extension of the exclusive
periods during which it may file a plan of reorganization
and solicit plan acceptances.  The company's request for an
extension of its exclusive periods through April 13 and
June 13, respectively, was approved by the court at a March
19 hearing.  (Federal Filings Inc. 23-Mar-1998)


FRETTER INC: Wins Exclusivity Extension
----------------------------------------
Fretter won an extension of the co-exclusive periods during
which the company or creditors' committee may file a
reorganization plan and solicit plan acceptances to
April 9 and June 5, respectively.  Separately, the defunct
retailer is seeking authorization to sell a Bloomingdale,
Ill., site, to Jesse James Properties Ltd. for about $1.9
million.  (Federal Filings Inc. 23-Mar-1998)


GIBSON'S HOLDING: Motion for a Bar Date
---------------------------------------
Gibson's Holding Company et al., debtors, filed a motion
for entry of an order establishing a deadline by which
persons and entities may assert a claim against the
debtors.

By this motion, the debtors request that the court set May
15, 1998 as the Bar Date.


GOLDLINX INTERNATIONAL: Plan to Restructure
-------------------------------------------
Goldlinx International Inc. announced it will be holding a
Special Meeting of the Shareholders on Tuesday March 24,
1998, to seek shareholders' approval for management's plan
to restructure its operations.  The restructuring is a
cumulation of a series of events designed to establish a
viable operation for the Company.  Since Goldlinx's
insolvency on November 23, 1996, Midas Capital Corporation
("Midas") has acquired 5,636,340 common shares of Goldlinx
through private arrangements.  These shares constitute
50.81 percent of the outstanding capital issued subsequent
to the distribution of common shares to the creditors.

Of the shares acquired by Midas, 1,845,924 common shares
remain subject to an escrow agreement.   Midas, as
applicant, has made a formal request to the Ontario
Securities Commission that these shares be released from
the terms of the escrow.  Concurrently, a request had been
made for the Ontario Security Commission's consent to the
transfer of escrow agent and appointment of Equity Transfer
Services Inc. in place of CIBC Mellon Trust Company.

P. Krieger and Associates was appointed the trustee of the
estate of Goldlinx during its bankruptcy.  It has obtained
approval of a proposal made under the provisions of the
Bankruptcy and Insolvency Act (Canada) by which all
the unsatisfied creditors whose proof of claim has been
accepted became entitled to one common share for each $2.00
of debt.  

On February 25, 1998, a management information circular
together with proxy in statutory form of proxy was
delivered to all shareholders of record including those
creditors entitled to receive shares pursuant to the
creditors' proposal.  Pending shareholder and regulatory
approval of the items to be addressed in the management
information circular, the Company intends to shortly
thereafter file a prospectus and seek to be reinstated for
trading on the Alberta Stock Exchange.


GULF RESOURCES: Energy Income Fund Seeks Stay Relief
----------------------------------------------------
The balance of existing indebtedness under certain Loan
Documents owed by the debtor, Gulf Resources Corporation
and Mustang Oil and Gas Corporation to the Energy Income
Fund as of the petition date was $4,443,049. plus interest
thereafter at a per diem rate of $1,478 plus costs,
expenses and collection fees.

On information and belief, the Energy Income Fund alleges
that the Chapter 11 Trustee is analyzing an orderly
liquidation of the assets in this case and no
reorganization is in process.  

The Energy Income Fund alleges that the Muy Grande
Properties are a depleting asset of the debtor and each
day, the value depreciates through the continued production
of oil and gas.

The Energy Income Fund (the "Fund") suggests that due to
the debtor's mismanagement of the Muy Grande Properties,
the Fund's interest is not adequately protected and cause
exists for relief from the automatic stay.  The Fund states
that intervention of the Trustee does not adequately
protect the Fund's interest because there will likely be no
additional development thereon.  

The Fund requests that the court enter an order granting
relief from the automatic stay to take all actions,
including foreclosing its interest or selling the Muy
Grande properties and applying the net proceeds of sale
against the outstanding obligations owed to the Fund and
filing a proof of claim for any unsecured deficiency.
  

HOMEPLACE STORES: Seeks Nod To Refinance DIP Funding Pact
---------------------------------------------------------
HomePlace Stores Inc. is seeking approval to restructure
its $110 million debtor-in-possession financing agreement
with a group of lenders led by BankBoston Retail Finance
Inc. in a move that will save approximately $5.5 million
over the life of the DIP facility.  While the company
received restructuring proposals from several
prospective lenders, including one from PPM America Inc.
that "provided the potential for greater economic savings .
. . depending on certain circumstances," HomePlace
determined that "the BankBoston refinancing proposal
constituted the best proposal for its needs."
(Federal Filings Inc. 23-Mar-1998)


KIA MOTORS: Hyundai Confident of Taking Over
--------------------------------------------
South Korea's Kia Motors Corp. declared war against any
takeover bid as the giant Hyundai Group vowed to take over
the embattled car firm.  Hyundai warned that South Korea's
auto industry would collapse if a foreign firm took over
Kia.  But Kia Motors, the country's fourth largest car
maker which has been struggling to survive, hit back,
pledging "an all-out fight against any improper decisions
regarding our fate."

Kia blasted Hyundai and other industrial giants as
"hyenas," urging the government to solve Kia's problem in a
"fair and transparent manner."  But Kia's voice was not
strong enough to silence widespread support from
economists, creditors and even a rival auto-making
conglomerate, the Daewoo Group.  Daewoo, the country's
second largest car firm, openly backed Hyundai, which could
reshape the landscape of the world's fifth largest auto
industry with a total production capacity of 4.3 million
units.

Analysts said Hyundai's bid would also accelerate South
Korea's delayed industrial restructuring process.
"Hyundai's acquisition of Kia and its disposal of some
businesses should be seen as a signal," said LG Securities'
Chi Sung-Chul.  Hyundai Motor estimated its official stake
in Kia at six percent but newspapers said its subsidiaries
had acquired a 20 percent stake.

Analysts said Hyundai could be the best choice for Kia,
saying both the government and Kia's creditors appeared to
be supporting Hyundai.  "The government seems to be
supporting Hyundai in the background," said KLB
Securities' Yang Young-Shik.

The United States' Ford Motor Co., Kia's largest foreign
shareholder, was the largest potential block to Hyundai's
move but analysts said it would remain neutral.
"I don't think Ford, which has not reached a solid
agreement with Samsung Motors, would put a brake on
Hyundai's bid," said Ssangyong Investment and
Securities' Shon Jong-Won.

If Hyundai takes over Kia, it could emerge as one of the
world's 10 largest car manufacturers by boosting its
production to 2.5 million units.  But analysts interpreted
Hyundai's plan as a defensive tactic to maintain
its share in the domestic market saturated further by the
entry of the Samsung Group.  "Hyundai's move, if realised,
should deal the biggest damage to Samsung. It will
definitely increase pressure on Samsung to give up its auto
business," Shon said.  Hyundai claimed the government had
already been informed of its takeover plan. But the
presidential office denied any involvement, saying
President Kim Dae-Jung would not "interfere in such
affairs."

Hyundai's bid came ahead of a final court decision on
either receivership or a loan restructuring for Kia before
the end of March.   "We will try to participate in Kia's
capital increase," the Hyundai spokesman said, calling for
the deferment of the parent Kia Group's debt estimated at
ten trillion won (7.3 billion dollars), much of it
guaranteed by Kia Motors.  (Agence France Presse - 03/23/98)


KOENIG SPORTING: Order Authorizing Special Counsel
--------------------------------------------------
On the application of Koenig Sporting Goods, Inc., debtor,
the court entered an order authorizing the debtor to employ
and retain the firm of Carr, Feneli and Carbone Co., LPA as
special counsel for the debtor.


NAL FINANCIAL: Announces Filing Under Chapter 11
------------------------------------------------
NAL Financial Group Inc. (Nasdaq:NALF) announced Tuesday
that as a result of continuing financial difficulties, it
has elected to file for protection under Chapter 11 of the
Bankruptcy Code.  Mercedes Padin, General Counsel for the
company, stated that "this action will provide the Company
with time and a forum in which to reorganize its affairs".  

The company also stated that as a result of the financial
difficulties experienced by the company, it expects that it
will not have the audit for 1997 completed on time to file
its Form 10K on a timely basis and consequently will
be seeking an extension of time for that filing.  

The company also announced that Robert Bartolini has
resigned as President, CEO and Director of the company and
its subsidiaries in order to pursue other interests.  In
addition, David Sheir's position with the company as Vice
President of Finance has been terminated.  A replacement
for Bartolini has not yet been named.  Andrew Combs has
been named Vice President of Finance for the company and
named to the Board of Directors of the company and several
of its subsidiaries.


ONE-STOP WIRELESS: Seeks Special Counsel
----------------------------------------
One Stop Wireless of America, Inc. and its affiliates, as
debtors, request authorization to retain Freeborn & Peters
to serve as special counsel to the debtors.  

The debtors retained the law firm of Freeborn & Peters to
represent them in various matters, primarily litigation
matters, pre-petition. The debtors would like to continue
the representation by the firm since members of the firm
have considerable familiarity with the debtors and claims
by and against them, and their services will not be
duplicative of the general bankruptcy counsel, Potter
Anderson & Corroon.

The attorneys are charging their current standard hourly
rates which range from $115 to $325.  During the
approximately twelve months preceding the petition date,
the firm received approximately $425,000 in fees and
expenses from debtors and other similarly situated parties
involved in various cases.


ONE STOP WIRELESS: Seeks to Retain Allan Morinoue
-------------------------------------------------
One-Stop Wireless of America, Inc., and its affiliated
companies, as debtors seek to retain Allan Morinoue to
manage the day to day operation of the debtors.  His
services will include attending meetings and negotiating
with the representatives of the debtors' creditors and
other parties in interest, preparing the schedules and
statements required by the Bankruptcy Code as well as the
monthly reporting to the Office of the United States
Trustee, overseeing the debtors' assets, participating in
the formulation of a plan, advising the debtors, preserving
the estate, and appearing in court.

Morinoue's hourly rate will be $100.  In the last year,
Morinoue received $10,885 in fees from this work and $3,309
in expense reimbursement.


PMB CONSOLIDATED: Case Summary
------------------------------
Debtor:  PMB Consolidated, Inc.
         156 East Second Street
         New York, NY 10009

Type of business: Real Estate
Court: Southern District of New York
Case No.: 98B-41958    Filed: 03/20/98    Chapter: 11

Total Assets: $1,700,000
Total Liabilities:  disputed  $2,030,000


PARAGON TRADE: Committee Seeks to Hire Price Waterhouse
-------------------------------------------------------
The Official Committee of Unsecured Creditors of Paragon
Trade Brands, Inc. applies for approval to retain Price
Waterhouse LLP through and including May 31, 1998.  

The Committee wishes to limit the period of the employment
so that the Committee can better assess the continuing
financial advisory services it needs to assist the
Committee in analyzing and assessing alternative capital
structures of the reorganized debtor and/or to search for
potential investors or acquirers of the reorganized debtor.

The Committee requires the services of Price Waterhouse to
assist the Committee in analyzing the Foreign Operations of
the debtor, including the capital expenditures, sales and
net income projected by the debtor for such foreign
operations.

Price Waterhouse will charge from between $100-$475 per
hour as its standard hourly rates in performing the
services for the Committee.


PORTACOM WIRELESS: Case Summary & 15 Largest Creditors
------------------------------------------------------
Debtor:  PortaCom Wireless Inc.
         10061 Talbert Avenue Suite 200
         Fountain Valley California 92708

Type of business: Development of wireless and wireline
telecommunications services in selected developing world
markets.

Court: District of Delaware

Case No.: 98-661   Filed: 03/23/98    Chapter: 11

Debtor's Counsel: Francis A. Monaco, Jr.,
                  Walsh & Monzack, PA
                  400 Commerce Center
                  12th and Orange Streets
                  PO Box 2031
                  Wilmington, Delaware 19899
                  (302)656-8162

Total Assets:              $8 million
Total Liabilities:       $2,728,816 + undetermined amount

                                                   No. of
                                         Amount    Holders
                                         ------    -------
Fixed, liquidated secured debt         $370,259          1
Contingent secured debt                      $0          1
Disputed secured debt                        $0          0
Unliquidated secured debt                    $0          0

Fixed, liquidated unsecured debt        $373,983 +      55    
                                    undetermined amount
Contingent unsecured debt            $1,984,574         20
Disputed unsecured debt              $1,984,574         20
Unliquidated unsecured debt          $1,984,574         20

No. of shares of preferred stock              0          
No. of shares of common stock         13,576,970          

15 Largest Unsecured Creditors:

   Name                              Amount
   ----                              ------              
JMS North America, Inc.             $892,432
Caspian Securities Limited          $423,503
J. Michael Christiansen             $350,000
SLD Capital Corporation         Undetermined
Douglas MacLellan               Undetermined
Linklaters and Paines Singapore      $80,000
Banque SCS Alliance                 $205,675
Day Campbell & McGill               $125,000
HMA Associates                  Undetermined
Kochhar and Co.                 Undetermined
SPH Equities                    Undetermined
Rozel International             Undetermined
Wills Wei Corporation           Undetermined
Michael Marcus                  Undetermined
Madden Consulting, Inc.         Undetermined


RELIANCE ACCEPTANCE: Committee Asks to Employ Ernst & Young
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of Reliance
Acceptance Group, Inc. seeks authorization to employ and
retain Ernst & Young LLP as financial advisors.

Ernst & Young will conduct a financial review and analuysis
of the debtors for the Committee as the Committee deems
appropriate and feasible in order to advise the Committee
in the course of these cases.  The Committee desires to
employ Ernst and Young due to their experience in prior
reorganization cases, and its familiarity with the debtors'
situation.

Ernst & Young will charge its standard hourly rates ranging
from $175 to $550. The Committee proposes that the debtors
provide Ernst & Young with a retainer in the amount of
$25,000.


RELIANCE ACCEPTANCE: Notice of Bar Date
---------------------------------------
Reliance Acceptance Group, Inc. published notice of the
last date for creditors and holders of equity interest to
file proofs of claim and proofs of interest.  The notice
was published in the Wall Street Journal Tuesday, March 24,
1998.

The court entered an order fixing April 10, 1998 as the
"bar date" for filing proofs of claim and proofs of
interest.


TOSHOKU AMERICA: Notice Fixing Bar Date
---------------------------------------
The court entered an order directing all persons and
entities with claims against the estate of Toshoku America,
Inc., debtor, to file proofs of claim on or before May 12,
1998.

                   *********

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