TCR_Public/980326.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
     
   Thursday, March 26, 1998, Vol. 2, No. 59              
                    
                   Headlines

AVOCA NATURAL GAS: Seeks Extension on Lease Decision
BOYDS WHEELS: Hearing on Liquidation of Case
BRADLEES: Get Those Stock Certificates Out of the Garbage
BRUNO'S: Asks To Reject 4 Store Leases
BRUNO'S: Seeks Extension on Decision for Leases

CONSOLIDATED STAINLESS: CFO's Employment Agreement On Line
DOW CORNING: Tort Claimants' Want Opportunity to File Plan
FIRST ENTERPRISE: Gets Interim DIP Pact Approval
FRETTER: Order Extends Cash Collateral
GATEWAY DATA: Needs Approval for Sale of Assets of Innova

GREATE BAY: Applies to Employ Special Collection Counsel
HAGERSTOWN FIBER: De-Inking Plant Owner Seeks Chapter 11
HYUNDAI: Acts Confident it Will Take Over Kia
INPHOMATION: Former Employee May Have Raided Files
MOBILEMEDIA COMMUNICATIONS: Equity Seeks 2004 Examinations

MOLTEN METAL: Seeks Auditor To Replace Price Waterhouse
MONTGOMERY WARD: The Bank Group Replies
OLYMPIA & YORK: Notice of Claims
ORANGE COUNTY: SEC Will Sue Merrill Lynch
PIE MUTUAL: Put Out of Business by the State

PAN AM: CIT Leasing Seeks Relief from Stay
POCKET COMMUNICATIONS: The FCC's Plan
US ONE: Asks to Assign Contracts and Leases to WinStar
VENTURE STORES: Committee Taps Real Estate Consultants

                   *********

AVOCA NATURAL GAS: Seeks Extension on Lease Decision
----------------------------------------------------
Avoca Natural Gas Storage, et al., debtors, seek to extend
the time to assume or reject unexpired leases of non-
residential property.

The debtors seek an extension through June 30, 1998.  The
debtor is a party to a contract with the Steuben County
Industrial Development Agency, that, in all caution, debtor
is categorizing as a lease, rather than a financing
transaction since rejection and surrender of the premises
would cause a tremendous hardship on the debtor.


BOYDS WHEELS: Hearing on Liquidation of Case
--------------------------------------------
Boyds Wheels, Inc., a California corporation filed a motion
for an order authorizing the debtor to proceed with the
orderly liquidation of the case under Chapter 11, for the
debtor to employ Tauber-Arons and Credit Managers
Association of California as auctioneers; and to approve an
auction sale of the debtor's assets.  A hearing has been
scheduled for March 27, 1998.

The estimated auction market value, or liquidation value of
the assets is approximately $4.5 million to $6 million
assuming that all of the debtor's equipment, equity in real
property, inventory and intellectual property are sold at
auction.


BRADLEES: Get Those Stock Certificates Out of the Garbage
---------------------------------------------------------
It was reported that Frank Capano's investment friends
snickered when they learned the Hingham businessman owned
shares of Bradlees Inc., the debt-ladden Braintree retail
chain that last year made plans to cancel its stock.

The move wiped out nearly 40 percent of Capano's retirement
fund. His lawyer in New York laughed and suggested, "You
might as well decorate your bathroom walls with that stock."

But yesterday, for the second consecutive day, more than a
million Bradlees shares traded on the over-the-counter stock
market.  The company reported promising earnings on
Wednesday and announced intentions to reorganize in April.
The news apparently gave Bradlees stock new life.

"I'm tickled pink to get anything back at all," said a
mystified Capano, who sold 20,000 shares on Wednesday for up
to 67 cents apiece. Yesterday, the stock reached a high of
more than $1.  Not bad for a company whose shares traded at
16 cents just a few months ago.  "This stock is going
berserk," Capano said. "Perhaps people buying these
shares never learned that the stock will in all likelihood
be canceled."

In 1996, Bradlees, as part of ongoing bankruptcy court
negotiations, announced intentions to abolish its common
stock and issue new shares to unprotected creditors. The
company said current stockholders would likely receive
nothing or very little distribution of the new stock.

Since then, Capano has managed to dump 95,000 shares,
allowing him to recoup roughly half of his investment.
Despite that success, Capano never found a broker who could
determine who was buying the shares and why.

One reason is Bradlees' promising earnings. The company
posted a fourth-quarter profit of $25.9 million and reduced
its annual operating loss from $96.7 million in fiscal 1996
to $5.2 million last year.  Another reason could be
speculation over a merger. Bradlees officials have
said the company would "explore all of its options" and
shareholders have wondered if Caldor Corp. or the Canton-
based Hills Stores Co. might be merger candidates.

Officials of the Securities and Exchange Commission
officials said they have not looked at why market makers in
Bradlees stock may be buying the company's shares. But if a
buyer at 16 cents sells at 84, that's a decent profit, one
SEC official said.  Merrill Lynch stockbroker Dave Collins
said he doesn't understand it. "This
stock should be worthless," he said.

But Paul Wong, a broker for LaSalle Street Securities in
Quincy, said that according to his trading desk, "if you
have a valid position in Bradlees, we could sell as much as
you want."   Capano still has 30,000 shares but said he
plans to keep them for now. If the trading price reaches
$1.50, he could sell the rest and break even. "I'm
going to wait a week and see what happens," he said.

Capano regrets failing to look into Bradlees CEO Peter
Thorner's history. Thorner is credited with the turnaround
of Ames Department Stores. But a similar stock cancellation
plan was employed during its bankruptcy proceedings.

"If I had done my homework I might not be in this position,"
Capano said.
(Patriot Ledger Quincy - 03/20/98)


BRUNO'S: Asks To Reject 4 Store Leases
--------------------------------------
PWS Holding Corporation, Bruno's Inc., et al, debtors, are
seeking an order rejecting certain nonresidential real
property leases.  The debtors state that the rejection of
the leases is supported by the debtors' business judgment
and should be approved by the court.

The stores are located in Albany, Georgia; Madison, Georgia;
Montgomery, Alabama; and Rome, Georgia.

After reviewing the terms of the leases, the debtors
determined that these leases have little potential value and
that the financial exposure represented by such leases
should be limited as soon as practicable.  Accordingly, the
debtors have determined in the exercise of their business
judgment that it is in the best interests of their estates
to reject all four leases.


BRUNO'S: Seeks Extension on Decision for Leases
-----------------------------------------------
PWS Holding Corporation, Bruno's Inc., et. al., debtors, are
seeking an order extending the time within which they may
assume or reject unexpired leases.

Bruno's currently operates 197 supermarkets. Since the
filing of the Chapter 11 petition in this case, the debtors
have been addressing a vast number of administrative and
business issues.  The debtors are currently in the process
of reviewing and analyzing each supermarket lease and the
geographic markets in which the debtors operate.  The
debtors' decision to assume or reject leases will depend on
the debtors' analysis of the overall business.

Given the importance of the leases, the number of leases,
and the complexity of the case, the debtors can not make a
reasoned and informed decision without an extension of time.  
The debtors are requesting an extension to and including
October 3, 1998.


CONSOLIDATED STAINLESS: CFO's Employment Agreement On Line
----------------------------------------------------------
The debtor, Consolidated Stainless, Inc. is seeking an order
authorizing the debtor to reject the five-year employment
agreement of Burton R. Chasnov, Executive Vice President and
CFO.

The debtor, in an exercise of its business judgment has
concluded that it no longer requires Chasnov's services and
has terminated Chasnov's employment with the debtor.  The
debtor has determined that the services previously rendered
by Chasnov can be more efficiently performed by the debtor's
existing personnel, thereby reducing the debtor's overhead
and expenses relating to the unnecessary employment of
Chasnov.


DOW CORNING: Tort Claimants' Want Opportunity to File Plan
----------------------------------------------------------
The Tort Claimants' Committee of Dow Corning Corporation,
debtor begin their motion for an order modifying exclusivity
to permit the filing of the Tort Committee plan by saying,
"For nearly 3 years Dow Corning has monopolized the plan
process."

The Tort Claimants complain that Dow Corning's most recent
tactic was the filing of its third non-negotiated plan.  The
Tort Claimants state that the current plan is one-sided and
offers inadequate settlement amounts paid over an
unconscionably long time.  They say further that the
debtor's plan is so onerous that it will almost certainly be
defeated.

The Tort Committee states that its (non-negotiated) proposed
plan is not a negotiating tactic, but instead a solution.  
The Tort Committee plan, they say, would offer claimants a
matrix modeled after the Fixed Amount Benefit Schedule of
the Revised Settlement Proposal.  Unlike the debtors' plan,
the Tort Committee's proposed plan would ensure that
accepting claimants are paid promptly and at the advertised
amounts.

The Tort committee also states that their plan would offer a
fair and expeditious aggregative solution a "Level II
disease matrix."  The Tort Committee plan also would provide
for a full release of Dow Corning's shareholders by all
claimants who accept matrix payments.

The tort claimants argue that exclusivity has failed in this
case, that Dow Corning has not earned a continuation of
exclusivity, that a modification of exclusivity would
greatly enhance the prospects for a prompt, fair and
complete resolution of this case.


FIRST ENTERPRISE: Gets Interim DIP Pact Approval
------------------------------------------------
First Enterprise has received court authority for interim
borrowing under a $2 million debtor-in-possession financing
facility from LaSalle National Bank, First Midwest Bank
N.A., Bank One Chicago N.A., The First National Bank of
Chicago, Harris Bank Palatine N.A., and Corestates Bank N.A.  
As of the March 12 petition date, the subprime lender owed
the bank group approximately $41.3 million, secured by
substantially all of the company's assets.
(Federal Filings Inc. 25-Mar-1998)


FRETTER: Order Extends Cash Collateral
--------------------------------------
The provision of the Cash Collateral Order dated May 7, 1997
providing that, upon the closing of a sale of any pre-
petition collateral, the debtor shall pay to the bank 92% of
net proceeds of the sale of pre-petition collateral and that
Fretter shall be entitled to retain the 8% balance for its
use, shall continue to April 30, 1998.

If the debtor fund a postpetition tax escrow account, the
debtor's share reverts to up to 12%, to the extent necessary
to fund the escrow account and meet all operating expenses.

The expiration of the Cash Collateral Order shall be
extended through and including April 30, 1998.


GATEWAY DATA: Needs Approval for Sale of Assets of Innova
---------------------------------------------------------
Gateway Data Sciences Corporation, debtor, asks the court to
authorize the debtor, in its capacity as 100% shareholder of
Innova Software Group, Inc. to sell all assets of Innova to
Commonwealth Associates.

Innova has insufficient capital to continue its operations
without an infusion of capital.  Commonwealth has agreed to
purchase the assets and assume the liabilities of Innova
through the formation of an acquisition corporation.  
Commonwealth will raise capital for its acquisition
corporation by selling common stock.  The Gateway subsidiary
will receive additional shares in Commonwealth acquisition
corporation pro rata at no charge as Commonwealth sells
additional shares, up to $4 million of capital raised.  

Commonwealth has agreed to immediately commence funding the
$4 million to Innova and the funds are essential to Innova's
continued operation.  

The debtor's ability to effectively reorganize will be
severely jeopardized if Innova is forced to close its
business and a very valuable asset of the estate of Gateway
will be inextricably lost.


GREATE BAY: Applies to Employ Special Collection Counsel
--------------------------------------------------------
Greate Bay Hotel and Casino, Inc., debtor applies for
approval to employ Dibb Lupton Alsop as special collection
counsel to the debtor.

The debtor is seeking court approval to employ the firm for
the special purpose of representing the debtor with the
collection of returned counterchecks received from various
Israeli nationals.  Dibb Lupton Alsop has considerable
experience in international law and the collection of gaming
obligations in foreign jurisdictions, including specifically
Israel.

The terms of the fee arrangement are a 35% contingency fee
plus a per diem hearing fee and costs.  As of the petition
date, there were eight collection matters pending for which
suit had been commenced in Israel and which are in the
various stages of completion.


HAGERSTOWN FIBER: De-Inking Plant Owner Seeks Chapter 11
--------------------------------------------------------
Following negotiations with bondholders, Hagerstown Fiber,
the owner a paper de-inking plant in Hagerstown, Md., filed
for Chapter 11 Friday in Manhattan.  The partnership also
plans to file shortly an adversary complaint seeking damages
of more than $100 million for fraud, breach of fiduciary
duty, breach of the partnership agreement and construction
contract, fraudulent conveyance, negligent
misrepresentation, and equitable subordination.  The
impending action will target, among others, SBCCS
Constructors Joint Venture, general contractor for the de-
inking facility, which was financed with nearly $160 million
of municipal bonds. (Federal Filings Inc. 25-Mar-1998)


HYUNDAI: Acts Confident it Will Take Over Kia
---------------------------------------------
Hyundai Motor Corporation, South Korea's largest automaker,
has lauched a special team to prepare to take over the
financially troubled Kia Motors Corporation.

Hyundai said it has established an auto research team led by
Chairman Chung Mong-Kyu in a bid to merge with Kia Motor
Corporation, the country's third biggest automaker, which
went bankrupt last year.

Hyundai's launching of the team came amid a heated tug-of-
war with the Samsung Corporation for control of Kia.

Hyundai will detail its take-over offer when Kia is put up
for public bidding, said a Hyundai spokesman Wednesday.
Hyundai made its decision to take over Kia in a report on
Sunday entitled "Direction of the Development of the Korean
Automobile Industry."

The report said Hyundai's take-over of Kia is the only way
for the South Korean automobile industry to survive in the
next century.  If Hyundai succeeds, its annual production
will reach 2.5 million units, enabling the corporation to
become one of the world's top 10 automakers.

It will also greatly contribute to reducing the research and
development cost of South Korean-made cars in the future by
reshaping the nation's auto industry into the big two groups  
Hyundai and Daewoo. (Xinhua English Newswire - 03/25/98)


INPHOMATION: Former Employee May Have Raided Files
--------------------------------------------------
Bankruptcy court officials believe a former employee of
Inphomation Communications Inc. raided the company's files
after owner Michael W. Lasky had been ousted by a court
judge.  According to documents filed by the trustee put in
charge of Inphomation, former Inphomation employee Robert
Heath accessed Inphomation's computers from a remote
location outside of its Pikesville office on March 3, a day
after Lasky was formally ousted from his company.

The access took place without approval from the court-
appointed trustee, Paul Michael Sweeney.  "Heath's purpose
in accessing the computers and what if anything was done to
the computers is unknown," Sweeney said in a court filing.
U.S. Bankruptcy Judge James F. Schneider ordered Heath to
return all documents, customer lists, disks and storage
devices and other Inphomation property to the trustee.
Sweeney has been trying to determine the bankrupt company's
financial standing as well as run the company's infamous
Psychic Friends Network. Sweeney could not be reached for
comment.

According to bankruptcy documents, Inphomation has been
unable to purchase any advertising media since about August
1997, because of financial difficulties. Many media outlets
refused to do business with Inphomation because of unpaid
bills.

"Experimenting with the idea to reinvent itself through a
name change, Inphomation found that by using the name
'Friends to Friends,' Inphomation was successful in
purchasing media time," according to documents filed by
Inphomation's bankruptcy lawyer.  "Its sole purpose was to
take fresh capital, and using the name 'Friends to
Friends', to market Inphomation's Psychic Friends Network.
{It} was an absolute necessity if Inphomation was to have a
chance at reorganizing and surviving," according to
documents filed by Olson.

Creditors believed Lasky was using Friends to Friends to
siphon funds from Inphomation, which led to a court-
appointed trustee to take over the company.
(Baltimore Business Journal; 03/13/98)


MOBILEMEDIA COMMUNICATIONS: Equity Seeks 2004 Examinations
----------------------------------------------------------
The Equity Security Holders (Shareholders) of Mobilemedia
Communications, Inc., et al., debtors, seek an order
requiring 2004 examinations of debtor, Joseph A. Bondi, The
Blackstone Group and Ernst & Young LLP.

The Shareholders state that the discovery is necessary
since the plan proposes to make no distribution to the
shareholders or any other equity securities holders and
proposes to cancel all existing share of MobileMedia
Corporation's stock.  

In addition, the plan proposes to make some unspecified
percentage cash distribution to the holders of general
unsecured claims.  The Shareholders also point out that the
Disclosure Statement contains no liquidation analysis
identifying the likely distributions unsecured creditors and
equity security holders would receive in a Chapter 7
liquidation.

The Official Committee of Creditors has alleged that the
plan is unconfirmable as a matter of law.  The shareholders
are asking to participate in the discovery of the Committee,
and in addition they seek the production of documents from
Ernst & Young in furtherance of their request for discovery.


MOLTEN METAL: Seeks Auditor To Replace Price Waterhouse
-------------------------------------------------------
Molten Metal Technology Inc. is searching for a new
accountant after Price Waterhouse L.L.P. informed the
company that the firm would not stand for reelection and
terminated its relationship with the company.  The decision
came after discussions with Molten Metal regarding its
expected accounting needs while in bankruptcy and the
relocation of the company's corporate accounting functions
to Tennessee.  Price Waterhouse, Molten Metal's independent
accountant since 1992, also holds a $129,000 claim against
the environmental technology company.
(Federal Filings Inc. 25-Mar-1998)


MONTGOMERY WARD: The Bank Group Replies
---------------------------------------
The Dai-Ichi Kangyo Bank, Ltd., Chicago Branch, et al, known
as "The Bank Group," as appellants, are appealing the
Bankruptcy Court's approval of the Employee Benefits Motion
of Montgomery Ward holding Corp., et al, the debtor and
appellees.  

In the appellants' Reply Brief, the Bank Group states that
both the debtor and the court can not establish that the
debtor has a prospect of reorganizing.  The Bank Group
sarcastically states that according to the debtors,
requiring a debtor to demonstrate a prospect of reorganizing
before approving a debtor's request to spend hundreds of
millions of dollars outside the ordinary course of its
business would impose an unreasonable and "unattainable"
burden on Chapter 11 debtors.

The Bank Group also states that the bankruptcy court fails
to find that the specific employee benefits program proposed
by the debtor would serve the best interests of the debtors
and their creditors - and this failure requires reversal of
the order approving the program.

The Bank Group buttresses its two prong reply with case law
and an attack on the bankruptcy court's hostility to the
Bank Group's objection, which the Bank Group asserts that
the court demonstrated throughout the Bank Group's cross-
examination of the debtor's witnesses.  The Bank Group went
on to say that the court blindly approved the motion without
understanding its cost or scope, which according to the Bank
Group is in excess of $100 million.

The Bank Group, as creditors, holding more than $150 million
of claims against the debtors, re-establish their right to
question the propriety of the debtors' expenditure of more
than $100 million on the very employees who had led the
company to multi-billion dollar losses.


ORANGE COUNTY: SEC Will Sue Merrill Lynch Merrill
-------------------------------------------------
Merrill Lynch and Co. Inc. confirmed Wednesday
that the U.S. Securities and Exchange Commission plans to
file civil charges against it over the role it played in the
months leading up to Orange County's disastrous 1994
bankruptcy.

The Wall Street giant confirmed a statement made in its
recent 10-K filing, which said the SEC planned to file
enforcement proceedings against Merrill Lynch in connection
with nearly $800 million in Orange County bonds that the
brokerage underwrote in the summer of 1994.
(Reuters: International- 03/25/98)


OLYMPIA & YORK: Notice of Claims
---------------------------------
A notice was published in The Wall Street Journal on March
25, 1998 stating that any person purporting to be entitled
to make a claim of any nature occurring or existing after
May 2, 1997 up to and including March 12, 1998 against
Olympia & York or any of its affiliates, as listed therein,
must give notice of such claim to Coopers & Lybrand in  
Toronto, Ontario on or before April 20, 1998.  The notice
states that this is not intended to cover claims directly
against OYDL in bankruptcy.


PIE MUTUAL: Put Out of Business by the State
--------------------------------------------
Ohio's largest medical malpractice insurer has been put out
of business by the state - a move that could expose
thousands of doctors to malpractice
claims.

Calling PIE Mutual Insurance "hopelessly insolvent,"
Franklin County Common Pleas Judge Michael H. Watson
yesterday approved an order sought by the Ohio
Department of Insurance to liquidate PIE's assets. The
department seized control of the Cleveland-based company
three months ago.

Efforts to raise money by liquidating PIE's assets will
begin immediately, said Department of Insurance spokeswoman
Terri Leist. She said claims against PIE exceed assets by
about $270 million.  Proceeds from the sale of assets will
be used to pay creditors and claims. Other insurers will be
asked to chip in once assets are depleted.

PIE insures one-third of Ohio's 34,000 licensed physicians
and has 15,000 policyholders in nine states. State
regulators estimate there are 4,200 claims pending against
PIE-insured doctors.  The liquidation could expose doctors
and hospitals to millions of dollars in malpractice claims
and delay the payment of awards to consumers.

The Ohio Insurance Guaranty Association will be responsible
for PIE's Ohio claims, while funds in other states will
handle the rest.  The Ohio fund caps individual awards at
$300,000.

The company's former top three executives remain under
investigation by the state, which is suing to recover $11.5
million from Larry E. Rogers, president and chief executive;
James M. Marietta, chief financial officer; and Warren L.
Udisky, chief legal counsel. The suit alleges the officials
obtained the money last summer as part of employment
contracts never approved by PIE's board of trustees.
(Columbus Dispatch - 03/24/98)


PAN AM: CIT Leasing Seeks Relief from Stay
------------------------------------------
CIT Leasing Corporation, an aircraft lessor, moves the court
to approve the stipulation for relief from the automatic
stay and disposition of leased aircraft between CIT and Pan
American Airways Corp, debtor.

The stipulation provides that the debtor defaulted under the
terms of the lease by failing to pay rent, that the debtor
has determined that the aircraft is not necessary or useful
in its business plan for the future operation of the
debtor's business.  The debtor will deliver the aircraft to
CIT, and the parties will execute a lease termination.  CIT
will retain the security deposit and all maintenance
reserves, and CIT may file a proof of claim for any
remaining monies owed.


POCKET COMMUNICATIONS: The FCC's Plan
-------------------------------------
The key change to the FCC's plan, revised from a proposal
issued last September, allowed companies to choose different
bail-out options for different geographical regions. Under
last year's plan, for example, a company could not
keep licenses for one city and give back licenses for other
cities.

The revised plan available to all the troubled PCS firms is
similar to a reorganization plan the FCC endorsed on Monday
for bankrupt Pocket Communications, the second leading
bidder at the auction. That plan allowed the sale of
licenses for Chicago and Dallas to a group including
Ericsson and Siemens Telecom Networks with other licenses
returned to the government.

NextWave Telecom Inc., Pocket and General Wireless Inc. --
the top 3 bidders -- together account for more than $7
billion in winning licenses. Pocket and General filed for
bankruptcy last year.  Like the initial plan, the FCC's
revised plan allows companies to pay for their licenses over
10 years, pay for all licenses immediately, return the
licenses to the government without penalty, or keep licenses
in one spectrum band and return those for another.
(Reuters:International- 03/24/98)


US ONE: Asks to Assign Contracts and Leases to WinStar
------------------------------------------------------
Pursuant to an Asset Purchase Agreement with WinsStar Switch
Acquisition Corp. and WinStar Communications, US One
Communications Corp. and its two subsidiaries, as debtors
are seeking an order approving the assumption and assignment
of certain Designated Contracts to WinStar.


VENTURE STORES: Committee Taps Real Estate Consultants
------------------------------------------------------
The Official Committee of Unsecured Creditors of Venture
Stores, Inc., has filed an application seeking authorization
to employ and retain D.G. Hart Associates, Inc., real estate
consultants.

The Committee seeks to retain the firm for the purposes of
providing real estate valuations and analyses with respect
to approximately 113 properties presently owned or leased by
the debtor, including 69 locations which were the subjects
of previous real estate transactions.

DGH will charge for its services on an hourly basis, $125
for an associate, and $200 for a partner.

                   *********

A listing of meetings, conferences and seminars appears
each 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 Lexy Mueller, Editors.   
  
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