TCR_Public/980407.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
     
   Tuesday, April 7, 1998, Vol. 2, No. 67              
                    
                   Headlines

ALLIANCE ENTERTAINMENT: DIP Pact Amendment Draws Panel Fire
BIDERMANN INDUSTRIES: Vestar To Buy 90% Under New Plan
BOSTON CHICKEN: Could Be in Trouble With Lenders
BUSTER BROWN: Plan Sees $48M Reorganization Value
COLOR TILE: Investment Group Buys Historic Building

CREATIVE MEDIA: Announces Consolidation and Reorganization
DOW CORNING: Commercial Panel Says Gap is "Bridgeable"
DOW CORNING: Re-certification of Class Action Denied
DOW CORNING: Seeks OK on Implant Settlement                       
FIRST MERCHANTS: Assets and Liabilities as of 2/28/98

FRETTER INC: Dixons Unit Close To Pension Plan Pact
GRAND UNION: Creditors to Become Owners
JACKSON BROOK: Brooks is Optimistic About Turnaround
LEVITZ FURNITURE: Exclusivity Extended To July 2
MARVEL ENTERTAINMENT: Trustee May Hire His Law Firm

MIDCOM COMMUNICATIONS: Continuation Depends on Plan
MONTGOMERY WARD: Credit Card Longevity
NETCHANNEL: In Crisis, Seeks Funding                      
NW PACIFIC RR: Gets Cash For Upgrades
OXFORD HEALTH: Governor Says No to $9M for Ex-CEO

PETRIE RETAIL: Unit Sale Likely to Include G&G Exec.s
QUADRAX CORP: Anticipated Results of Operations Reported
STRAWBERRIES INC: Exclusivity Extended Through April 13
USA FINANCE: Case Summary & 20 Largest Creditors
WESTMORELAND COAL: Income Expectations for 1997

DLS CAPITAL PARTNERS: Bond Pricing for Week of 3/30/98
Meetings, Conferences and Seminars

                  *********

ALLIANCE ENTERTAINMENT: DIP Pact Amendment Draws Panel Fire
-----------------------------------------------------------
The Creditors' Committee of Alliance Entertainment Corp. is
opposing a provision in the latest DIP financing amendment,
charging that the company's prepetition lenders "are to
become the principal beneficiaries of the proposed
adjustments to the DIP Agreement."  The proposed payment to
the prepetition lenders of up to $11 million from the
liquidation of the music distributor's Independent National
Distributors Inc. unit and warehouse/distribution facility
in Los Angeles is what "the Committee considers to be so
objectionable."  Noting that the parties are about to begin
"earnest discussions" concerning a reorganization plan, the
committee asserted that "the members of one constituency
(i.e., the Prepetition Lenders) should not now be improving
their own economic position before negotiation of a Plan."
(Federal Filings Inc. 1-Apr-1998)


BIDERMANN INDUSTRIES: Vestar To Buy 90% Under New Plan
------------------------------------------------------
After extensive talks, all parties in the Bidermann
Industries USA Inc. case, including board members Maurice
Bidermann and Dominique Bouchez, agreed to a third amended
reorganization plan under which Vestar Equity Partners will
purchase 90% of the reorganized company.  The new plan also
provides for an alternative recapitalization if the Vestar
sale fails to close. (Federal Filings Inc. 1-Apr-1998)


BOSTON CHICKEN: Could Be in Trouble With Lenders
------------------------------------------------
Lower than expected sales from its Boston Market
restaurants more than midway through the first quarter
could put Boston Chicken Inc. in trouble with its lenders.  
The average, per-store weekly revenue has been less than
$17,500. The Golden-based restaurant chain needs to reach
that figure by the April 19 end of the quarter to remain in
compliance loan agreements from more than $250 million in
senior debt.

If sales do not increase, the banks conceivably could call
the loans, which could prompt bondholders to demand $621.4
million the company owns them. That could put the company
in danger of defaulting on its bond debt and, possibly,  
bankruptcy.

The lower than expected sales average was disclosed in
Boston Chicken's 10-K filing with the Securities and
Exchange Commission earlier this week.  The company's
shares dropped to a new 52-week low Wednesday, falling
$1.06 to $3.75 a share. Boston Chicken traded at $29.88 a
year ago.

Boston Chicken is converting all its stores from franchises
to company-owned stores to get the business back on track
and improve store performance. The chain is not expected to
turn a profit this year while going through the transition.
If it fails to meet the average per-store weekly goal, it
expects lenders to renegotiate the terms of the loan
agreements, a spokeswoman said.

Boston Chicken has borrowed $15 million under an $85
million line of credit extended by a syndicate led by
BankAmerica Corp. and General Electric Corp. The
rest of its senior credit is under an equipment-lease
contract.  Average weekly per-store revenue declined 12
percent to $19,871 in 1997 from $22,461 in 1996.
(Rocky Mountain News - 04/03/98)


BUSTER BROWN: Plan Sees $48M Reorganization Value
-------------------------------------------------
Buster Brown Apparel Inc.'s proposed plan of reorganization
estimates a total reorganization value of $48.4 million and
is based on a settlement of potential causes of action
against the bank group, Apollo BBA Partners L.P., and Chase
Venture Capital Associates L.P.  The plan, which was
jointly proposed by Buster Brown and the bank group (Chase
Manhattan Bank, Cerberus Partners L.P., and Merrill
Lynch), and corresponding disclosure statement were filed
on March 25. (Federal Filings Inc. 6-Apr-1998)


COLOR TILE: Investment Group Buys Historic Building
---------------------------------------------------
The historic Color Tile Building in downtown Fort Worth is
in new hands. Fossil Creek Land Partners, a local
investment group, bought the 73-year-old structure from
Tandy Corp. and plans to develop restaurant and retail uses
in the building's two lower levels, principals in the deal
said yesterday.

The price of the transaction was not disclosed. The 8-
story, 100,000-square-foot building at 515 Houston St.
listed for $2.6 million.  Its new owners have considered
converting the building's upper floors into apartments or a
hotel.
   
Color Tile, the Fort Worth-based floor coverings retailer,
vacated the building early last year in favor of a smaller
home in the nearby City Center office complex. In August of
1997, Color Tile announced it was closing the chain after a
Chapter 11 bankruptcy, laying off 831 people. Approximately
60 franchise outlets remained open.
(Fort Worth Star Telegram - 04/01/98)


CREATIVE MEDIA: Announces Consolidation and Reorganization
----------------------------------------------------------                  
Creative Media International, Inc. recently announced it
has made a move aimed at tightening its focus on its core
design, pre-press and printing businesses.  It is
discontinuing all activities that are not directly related
to these businesses.

The Board of Directors adopted a resolution allowing for
the merger of three of the Company's wholly owned
subsidiaries: CMI Color Graphix, Inc; CMI Public Relations
Services, Inc.; and CMI Advertising Services, Inc. into
Creative Media International, Inc. On January 29th, the
Company, in order to facilitate and successfully implement
a plan of reorganization, filed for protection under
Chapter 11 of the United States Bankruptcy Code.

As a result of the Company's costly and rapid expansion
into the printing industry and compounded by aggressive
investment programs aimed at developing areas such as
financial public relations, Internet and automated
information systems and the technology service businesses,
the Company's financial resources and capabilities were
negatively impacted.

The Company will consolidate all of its core administrative
pre-press and printing operations into its Huntington
Valley, PA facility, while maintaining the New York sales
and service office and representatives in Baltimore,
Washington, and Miami.


DOW CORNING: Commercial Panel Says Gap is "Bridgeable"
-----------------------------------------------------
Characterizing the distance between Dow Corning and the
tort claimants' committee on reorganization plan issues as
a "bridgeable gap," the commercial creditors' committee
said it favors maintaining the company's exclusive plan
filing period for the time being.  "At this juncture, we
submit that the best way to maximize the potential of a
consensual plan is to effectively maintain exclusivity by
withholding the Court's ruling on the exclusivity motion
for a period of 60 days while the parties negotiate," the
commercial panel asserted.
(Federal Filings Inc. 6-Apr-1998)


DOW CORNING: Re-certification of Class Action Denied
-----------------------------------------------------
The Louisiana Supreme Court denied a plaintiffs' emergency
request to "recertify" the Spitzfaden class-action.  The
decision upholds a unanimous ruling by the Louisiana Fourth  
Circuit Court of Appeal and a decision by the Civil
District Court for the  Parish of Orleans which also denied
similar requests to recertify the silicone  gel breast
implant class-action, involving an estimated 10,000 women,
against Dow Chemical and other defendants.  Simultaneously,
the court also denied plaintiffs' emergency request to
reverse lower court decisions allowing Dow Chemical to
appeal the August 18, 1997 verdict in the first phase of
the trial.

Commenting on the ruling, John Scriven, Dow Chemical vice
president and  general counsel, said, "This is a major
victory for Dow Chemical.  With the rulings from Judge
Magee, the Fourth Circuit and the Supreme Court, there
can  be no question that the Spitzfaden class-action was
improper and our efforts  over the past 18 months to
decertify this class have been vindicated."

Previously, on December 1, 1997, Louisiana District Court
Judge Yada T. Magee ruled to decertify the Spitzfaden class
based on a recent Louisiana Supreme Court opinion (Ford v.
Murphy Oil USA, Inc.) that had provided guidance on the
criteria for class-actions in the state.  


DOW CORNING: Seeks OK on Implant Settlement                       
-------------------------------------------
Dow Corning Corp. went before a federal bankruptcy court
judge yesterday seeking approval for its $3 billion plan
to settle breast implant claims.  Lawyers for women suing
the company were expected to argue during the three-
day hearing before U.S. Bankruptcy Court Judge Arthur
Spector in favor of a $3.8 billion settlement, paid out
more quickly than the company proposes.

Most claims have alleged that that women suffered
connective tissue disorders, such as rheumatoid arthritis,
scleroderma and lupus, caused by silicon gel leaking from
the implants. The company says many scientific studies
have concluded that they do not cause such diseases.

The $3 billion offer, to be paid out over 16 years to some
177,000 women worldwide, would be part of the Midland-based
company's $4.4 billion plan to pay its debts and return to
financial health.  In November, Spector rejected an earlier
company plan to give $2.3 billion to women.  While the
company proposes paying the women over 16 years, the
women's attorneys argued in their $3.8 billion proposal
that the settlement be paid over three years.

Under the plaintiffs' plan, women could be paid from
$12,000 to $250,000, depending on how much injury they
claim. Women would also have the option of going ahead with    
a lawsuit against the company instead of settling.  Part of
the money offered under the plaintiffs' plan, $1.3 billion,
would be  contingent on a pending **court** ruling to
establish whether scientific evidence  shows breast
implants cause disease. The company's plan would depend
on a trial  for that determination.

Last week, the company announced a $35 million settlement
had been accepted by lawyers for 10,000 Canadian women. The
settlement must be approved by Spector and by courts in
Ontario and Quebec.


FIRST MERCHANTS: Assets and Liabilities as of 2/28/98
-----------------------------------------------------
First Merchants Acceptance Corporation filed a  
FORM 8-K with the Securities and Exchange Commission.
on March 16, 1998.

On March 16, 1998, the United States District Court for the
District of Delaware entered its order confirming the
Second Amended Joint Plan under Chapter 11 of the
Bankruptcy Code of First Merchants Acceptance Corporation
("FMAC" or the "Company") and one of its subsidiaries,
First Merchants Residential Credit Corporation.

As of June 30, 1997, approximately 6,500,000 shares of
common stock of old FMAC were outstanding.  As of the
effective date of the Plan all of the outstanding stock
will be cancelled.  Reorganized FMAC will have 10,000,000
authorized shares of common stock.  10,000,000 shares of
common stock will be issued in connection with the Plan

The following condensed balance sheet (unaudited) of FMAC
sets forth the assets and liabilities of FMAC as of
February 28, 1998:


                                       
Total Assets                           $126,376,995
Total Postpetition Liabilities         $ 16,606,733
Total Prepetition Liabilities            71,415,710
                                       ------------
Total Liabilities                      $ 88,022,443
Owner's Prepetition Equity             $ 56,571,690
Postpetition Cumulative Profit          (18,217,138)
Or (Loss)                             
                                        ------------
Total Equity (Deficit)                   38,354,552
                                       ------------
Total Liabilities & Owner's            $126,376,995


FRETTER INC: Dixons Unit Close To Pension Plan Pact
---------------------------------------------------
Dixons U.S. Holdings Inc. believes it is "very close" to
reaching an agreement in principle with parent Fretter and
the companies' respective creditors' committees regarding
the termination of two defined benefit pension plans.  The
agreement will eliminate any underfunding liability claims
against the estate and result in Dixons' receiving a
projected cash surplus from the terminated plans, the
company said. (Federal Filings Inc. 6-Apr-1998)


GRAND UNION: Creditors to Become Owners
---------------------------------------
The Grand Union Co., unable to make a $36 million interest
payment four weeks ago, announced Monday that it has
reached an agreement that will give its creditors
"substantially all" of the company's common stock.

In a complicated deal negotiated with an informal committee
of noteholders, the Wayne-based supermarket chain would be
reorganized through a voluntary prepackaged Chapter 11
filing in federal Bankruptcy Court, probably early in the
summer, and its debt converted into common stock.

Before the deal can be finalized, it must be approved by a
majority of the company's noteholders, including those
representing two-thirds of its $600 million in debt. The
negotiating committee represented $275 million in notes.

The big losers would be the group of investors _ led by Roy
E. Disney, the biggest investor in the Walt Disney Co., and
a unit of the General Electric Investment Co. _ who have
poured $100 million into the company over the past two
years.  They would lose controlling interest. Under the
deal, they can convert their preferred stock into $5
million in cash or a 1.75 percent stake in the reorganized
company.

The agreement calls for the company's existing common stock
to be canceled and exchanged for new five-year warrants to
purchase 2 percent of the new common stock at an exercise
price of $19.82 per share. The company negotiated a $250
million credit line at the 11th hour to avoid defaulting on
a $36 million note payment in September, and signaled that
it might turn to the bankruptcy court on Jan. 27, when it
announced that it had retained Salomon Smith Barney Inc. as
a financial adviser to assist it in evaluating financial
alternatives.

Less than a month later, on Feb. 18, the company said that
it would be unable to make the $36 million interest payment
due March 2, which would put it in default. Since then,
Grand Union has been operating under a 30-day grace  
period, which was due to expire Wednesday.

This is the second time in three years that the debt-
burdened Grand Union Co. has sought protection in federal
Bankruptcy Court.  The announcement came after the market
closed. Shares of Grand Union stock have been trading in a
narrow range, between $1 and $1.37 1/2, since the
default announcement. The stock was unchanged Monday,
closing at $1.03 a share in the Nasdaq SmallCap Market.
(Record New Jersey 03/31/98)
     

JACKSON BROOK: Brooks is Optimistic About Turnaround
----------------------------------------------------
Gary Brooks, president of New York-based Allotec, said the
hospital's revenues have suffered because its patient load
has shrunk to 40 patients while Jackson Brook's license
allows for 107.

Under pressure from the Maine Department of Human Services,
the hospital agreed Friday to file for bankruptcy and to
have an interim manager run the facility until it can be
sold.  Jackson Brook has been in financial difficulty since
last fall, when a shortfall led it to lay off 50 employees
and close a critical-care unit. The hospital, with 350
employees, is the only residential psychiatric hospital in  
southern Maine.

Brooks said he is optimistic that Jackson Brook will emerge
healthy from bankruptcy protection. Southern Maine's need
for the hospital's services and the commitment and talent
of its staff are essential building blocks for its  
recovery, he said.

Under the bankruptcy agreement, Jackson Brook's parent
company, Community  Care Systems Inc., and its principal
owner, Frederick Thacher, do not control  the hospital and
are not eligible to buy it back.  State officials blamed
Thacher for much of the hospital's trouble, saying he
siphoned money from the successful hospital to prop up
failing facilities in  Massachusetts.

Figures filed in bankruptcy court say Jackson Brook has
assets worth $10.1 million and liabilities of $16.3
million. But Brooks said it will take time for him to
determine the full extent of what Jackson Brook owes.
The bankruptcy filing also says that Jackson Brook had
revenue of $8.9 million in the final six months of 1997 and
operating expenses of $9.8 million.  One of Brooks' main
jobs will be to erase the deficit and show a profit.
(Portland Press Herald - 03/31/98)


LEVITZ FURNITURE: Exclusivity Extended To July 2
------------------------------------------------
Levitz Furniture Inc. won an extension of its exclusive
periods for filing a reorganization plan and soliciting
plan acceptances from April 3 to July 2 and from June 2 to
Aug. 31, respectively.  The furniture retailer had said the
extension is needed to complete and preliminarily test a
long-term business plan and to develop a reorganization
proposal based on the business plan.
(Federal Filings Inc. 2-Apr-1998)


MARVEL ENTERTAINMENT: Trustee May Hire His Law Firm
---------------------------------------------------
The Third U.S. Circuit Court of Appeals in Philadelphia has
overturned a district court ruling that prevented Marvel
Entertaimment Group Inc.'s Chapter 11 Trustee, John
Gibbons, from employing his law firm as counsel in the
comic book publisher's case.  Marvel said the circuit court
rendered a decision on March 25 appointing Gibbons Del Deo
Dolan Griffinger & Vecchione as counsel.  Gibbons had said
he would step down if the circuit court ruled that his firm
could not serve as his counsel.
(Federal Filings Inc. 1-Apr-1998)


MIDCOM COMMUNICATIONS: Continuation Depends on Plan
----------------------------------------------------
Midcom Communications Inc. filed a Form 8-K with the
Securities and Exchange Commission on March 31, 1988.
The Company's ability to continue as a going concern is
dependent upon the confirmation of a plan of
reorganization, future profitable operations and the
ability to comply with the terms of any debtor-in-
possession credit facility and the ability to generate
sufficient cash from operations and financing
arrangements to meet obligations. The company stated that
these conditions raise substantial doubt about the
Company's ability to continue as a going concern.

A plan of reorganization, as finally approved by the
Bankruptcy Court, could materially change the currently
recorded amounts of assets and liabilities. The sale of the
assets and business of AdVal was completed on February 25,
1998. Proceeds for these sales totaled approximately $98.6
million. This is subject to adjustment if the Company fails
to maintain specified revenue levels or breaches general
representations and warranties as defined in the sales
agreement.

For the year ended December 31, 1997 the company reported
(In thousands)

Revenues..........      $  98,283
Net loss..........      $(103,768)
Total assets.............$59,564


MONTGOMERY WARD: Credit Card Longevity
--------------------------------------
Montgomery Ward said on Friday that its credit card
operations will continue through at least 1999. The
retailer reported in U.S. Bankruptcy Court here that GE
Capital Services Corp. will continue to run its  credit
operations through two subsidiaries. The announcement is
significant because about 50 percent of Wards' customers
use the private-label credit card which has a higher
interest rate than bank credit cards for purchases.

The agreement, in which Ward will pay GE Capital up to $3
million monthly, also signals an end to in-fighting among
Ward's creditors. GE Capital is Ward's largest shareholder
and has given the retailer a $1 billion line of credit to  
keep operations going.

Before approving the deal, Bankruptcy Judge Peter Walsh
said the matter had  become a "kind of adversarial contest
that was just short of hand-to-hand combat."

Ward is reported preparing to put its headquarters building
and surrounding  properties, located on prime real estate
near Chicago's Loop, up for sale.
(San Diego Union Tribune - 04/04/98)


NETCHANNEL: In Crisis, Seeks Funding                      
------------------------------------
NetChannel, a provider of Internet access for television-
based devices, is in a financial crisis and is seeking
funding or a major financial partner, but a spokeswoman  
said rumors it has shut its doors are false.   "The rumors
about NetChannel's situation are not true," the spokeswoman
said. "Our offices are open and we have not filed for
reorganization under Chapter 11. We are moving forward with
our long-term plan to seek financing."

However, it was reported that NetChannel Chairman David
Atkinson told CNET's News.com online news service that the
company's board of  directors is considering a Chapter 11
bankruptcy filing, but said no decision has been made.

NetChannel, based in South San Francisco, provides Internet
access for television-based network computers sold under
the  RCA brand by Thomson Consumer Electronics.  A
spokesman for Thomson said they are looking at options
to find  another Internet service provider, if NetChannel
goes out of business.

There are rumors that AOL is interested in a partnership
arrangement, and a British home-shopping outfit, WowGlobal,
says it is developing a home shopping network to be
delivered via digital TV and the Internet, and is also
interested in a hook-up with NetChannel.     

San Francisco-based NetChannel would not confirm that it
was in talks with WowGlobal, or that private investors had
come to the company's rescue, as reports suggested earlier
this week.


NW PACIFIC RR: Gets Cash For Upgrades
-------------------------------------
The California Transportation Commission on Tuesday
promised to release $10 million in federal funds to the
financially strapped Northwestern Pacific Railroad to
upgrade 280 miles of track between Schellville and Arcata.

Railroad officials said the work, to be done over the next
two years, will allow train speeds of 40 to 50 mph,
improving the ability of the railroad to run freight
service and reinstitute tourist service.

Both are critical to the survival of the railroad, which is
$5 million in debt and, because of storm damage, hasn't
been able to run trains since January.  The railroad is
owned by the NCRA from Eureka to Healdsburg and by the
Northwestern Pacific Railroad Authority between Healdsburg
and Schellville.  Trains along the entire line are being
run by the Northwestern Pacific Railroad, under the NCRA's
authority.

The $10 million in federal funds were withheld by the state
over questions of whether the railroad would be able to
repay a $12 million, interest-free federal loan due in
2013. If the railroad defaulted and declared bankruptcy,  
the state would be responsible.  The transportation
commission oversees the state agency that sets
transportation policy and acts as a clearinghouse for state
and federal transportation funds.

Hemphill said the railroad convinced the commission that
the loan can be repaid with revenues from freight service,
which should amount to $245,000 a year, and real estate
leases, about $120,000 a year, once the track is upgraded.
(Press Democrat Santa Rosa -04/01/98)


OXFORD HEALTH: Governor Says No to $9M for Ex-CEO
-------------------------------------------------
At the urging of New York's governor and his insurance  
commissioner, Oxford Health Plans agreed to suspend a $9
million compensation package for its outgoing chairman in
light of the company's finances. The company said it will
withhold future payments to Stephen Wiggins pending  
discussions with the state Insurance Department. In a
letter to Oxford, the department's chairman, Neil Levin,
asked the company to suspend payments to Wiggins until the
state can determine that the company's New York
subsidiaries would have enough money to adequately serve
subscribers.


PETRIE RETAIL: Unit Sale Likely to Include G&G Exec.s
-----------------------------------------------------
(X.PRI) - Most of the 12 potential buyers interested in
Petrie Retail Inc.'s valuable G&G Shops Inc. unit would
like to see two of the executives running the 408-store
chain participate in any proposed transaction, potentially
as co-investors.  In addition, G&G President Jay Galin and
his son, Chief Operating Officer Scott Galin, "are
exploring the possibility of putting together an investment
group to attempt to purchase the G&G assets," the apparel
retailer and creditors' committee said.  In any event, none
of the prospective buyers has indicated a desire to proceed
without the participation of the Galins.
(Federal Filings Inc. 2-Apr-1998)


QUADRAX CORP: Anticipated Results of Operations Reported
--------------------------------------------------------
In its Form 12b-25 filed with the SEC, Quadrax Corporation
reported anticipated results of operations.  As of the year
end December 31, 1996, the Company reported the results of
its composites and plastics operations only. During May,
1997 the Company acquired Victor Electric Wire and Cable
Corporation, which is now included in the
Company's consolidated results of operations.

The year end results will include the results of Victor
Electric Wire & Cable Corporation for the period May 1998
through December 1998. Anticipated results of operations,
subject to final
adjustments, compared to the prior year are as follows:


                                    (unaudited)
Year Ended:       December 31, 1998      December 31, 1997
Sales                 $13,800,000           $3,200,000  

(Loss) from operations $(10,200,000)        $(9,600,000)   


STRAWBERRIES INC: Exclusivity Extended Through April 13
------------------------------------------------------- -
Milford Resolution Inc., formerly known as Strawberries,
won an extension of its exclusive periods to file a
reorganization plan and solicit plan acceptances to April
13 and June 11, respectively.  Having given a term sheet
for a liquidating plan to the primary creditor groups, the
former music retailer has begun negotiations regarding the
proposal, as well as various intercreditor issues, with an
unofficial committee of secured trade vendors and the
company's largest creditor.
(Federal Filings Inc. 2-Apr-1998)


USA FINANCE: Case Summary & 20 Largest Creditors
------------------------------------------------

Debtor:  USA Finance Inc.
         1111 Park Centre Road
         Suite 300
         Miami, Florida 33169

Type of business: Insurance Premium Finance Holding Company

Court: District of Delaware

Case No.: 98-717    Filed: 03/31/98    Chapter: 11

Debtor's Counsel: Lawrence J. Kotler
                  Buchanan Ingersoll PC
                  11 Penn Center
                  14th Floor
                  1835 Market St.
                  Philadelphia, Pa. 19103
                  (215) 665-8700
                  

Total Assets:            $6,933,365 estimated
Total Liabilities:       $8,777,667 estimated

No. of shares of preferred stock    Series A 384,625    47                                                                   
                                    Series B 636,666    64

No. of shares of common stock         1,729,700         21  

20 Largest Unsecured Creditors:

   Name                              Amount
   ----                              ------         
Granite                              $335,500
Albermarle Realty (Linksker)         $261,188
IHN Partners (Linksker)              $255,368
APP Investors                        $173,167
Susan Cohen                          $126,214
Sharon Novak                         $125,164
Mark Perelman                        $116,972
Simon Zunamon                        $111,083
Richard Seldenberg                   $111,056
Katie and Adam Bridge                $110,861
Schimper Foundation                   $83,854
Jerry and Joan Solovay                $75,265
John Straub                           $66,631
Lennart Hagegard                      $57,764
Sid Greenspan                         $57,764
Chuck Block                           $57,582
IRA for Bob Bartolina                 $57,556
Chris Verret                          $57,208
Arnold Cumyn                          $55,889
Sagax Fund II Ltd.                    $55,569


WESTMORELAND COAL: Income Expectations for 1997
-----------------------------------------------
In its notice of late filing with the SEC, Westmoreland
Coal Co. stated that it expects net income of approximately
$30.0 million to $45.0 million for 1997 compared to net
income of $38.3 million for 1996.  Earnings for 1997
include the recognition of significant unusual credits
relating to a curtailment gain associated with post
retirement medical benefits and a change in the estimates
of the liabilities associated with pneumoconiosis benefits
and UMWA pension withdrawal.  These results have not been
finalized pending completion of certain actuarial analysis
and are also subject to year-end audit.


DLS CAPITAL PARTNERS: Bond Pricing for Week of 3/30/98
------------------------------------------------------
Following are indicated prices for selected issues:

Amer Telecasting 0/14 1/2 '04                 16 - 18
Asia Pulp & Paper 11 3/4 '05                  93 - 94 1/2
APS 11 7/8 '06                                24 - 25 (f)
Boston Chicken 7 3/4 '04                      32 - 35
Bradlees 11 '02                                7 - 8 (f)
Brunos 10 1/2 '05                             20 - 21 (f)
CAI Wireless 12 1/4 ''02                      20 - 23
Cityscape 12 3/4 '04                          43 - 45
E & S Holdings 10 3/8 '06                     82 - 84
Grand Union 12 '04                        55 1/2 - 56 1/2
Harrah's Jazz 14 1/4 '01                      31 - 33 (f)
Hechinger 9.45 '12                        75 1/2 - 76 1/2
Hills 12 1/2 '03                              92 - 93
Great Bay 10 7/8 '04                          87 - 88     
Levitz 9 5/8 '03                              44 - 46 (f)
Liggett 11 1/2 '99                            75 - 78
Marvel 0 '98                               4 1/2 - 5 1/2
Mobilemedia 9 3/8 '07                         11 - 12
Penn Traffic 9 5/8 '05                        45 - 46
Royal Oak 11 '06                              76 - 78
Trump Castle 11 3/4 '03                   95 3/4 - 96 3/4
Wickes 11 7/8 '03                             97 - 98
Zenith 6 1/4 '11                              40 - 45

Very volatile week for Boston Chicken bonds.  New on the
list are Zenith Corp bonds, which announced a hugh write-
off and is seeking additional financing.


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

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

April 2-5, 1998
   COMMERCIAL LAW LEAGUE OF AMERICA
      68th Annual Midwest District Meeting
         The Westin Hotel, Chicago, Illinois
            Contact: 1-312-781-2000

April 6-7, 1998
   THE PRACTICING LAW INSTITUTE
      20th Annual Current Developments in Bankruptcy
      and Reorganization
         PLI Conference Center, New York City
            Contact: 1-800-260-4PLI

April 20-21, 1998
   THE PRACTICING LAW INSTITUTE
      20th Annual Current Developments in Bankruptcy
      and Reorganization
         San Francisco Hilton & Tower, San Francisco,
California
            Contact: 1-800-260-4PLI
      
April 23-24, 1998
   NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
      1998 Spring Education Seminar
         Hawthorne Suites Hotel, Charleston, South Carolina
            Contact: 1-803-252-5646

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

May 1-3, 1998
   NATIONAL ASSOCIATION OF CONSUMER BANKRUPTCY ATTORNEYS
      6th Annual Convention
         Fountainbleau Hilton Resort, Miami, Florida
            Contact: 1-703-803-7040

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

May 31-June 5, 1998
   COMMERICAL LAW LEAGUE OF AMERICA
      CLLA Credit Institute
         Marquette University, Milwaukee, Wisconsin
            Contact 1-312-781-2000

June 3-6, 1998
   ASSOCIATION OF INSOLVENCY ACCOUNTANTS
      Seminar
         San Francisco, California
            Contact 1-541-858-1665

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

June 11-12, 1998
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      1st Annual Conference on Corporate Reorganizations
         The Palmer House, Chicgo, Illinois
            Contact 1-903-592-5169 or ram@ballistic.com

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

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

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

July 23-24, 1998
   THE PRACTICING LAW INSTITUTE
      How to Handle Consumer Bankruptcy Cases: A Practical
      Step-by-Step Guide
         PLI Conference Center, New York City
            Contact: 1-800-260-4PLI

July 24-29, 1998
   COMMERICAL LAW LEAGUE OF AMERICA
      104th Annual Convention
         Ritz Carlton, Amelia Island, Florida
            Contact: 1-312-781-2000

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

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

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

November 30-December 1, 1998
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      5th Annual Conference on Distressed Debt
         Plaza Hotel, New York, New York
            Contact 1-903-592-5169 or ram@ballistic.com   

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

The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to
conferences@bankrupt.com are encouraged.  

Bond pricing, appearing each Friday, is supplied by DLS   
Capital Partners, Dallas, Texas.  

S U B S C R I P T I O N   I N F O R M A T I O N   
  
Troubled Company Reporter is a daily newsletter, co-
published by Bankruptcy Creditors' Service, Inc.,
Princeton, NJ, and Beard Group, Inc., Washington, DC.  
Debra Brennan and Lexy Mueller, 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  * * * *********