TCR_Public/980611.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, June 11, 1998, Vol. 2, No. 114

                  Headlines

APS HOLDING: Exclusivity Extended To September 30
AMERICAN GAMING: Breeden Files Suit
AVATEX: Consents to Election of Two New Directors
AVATEX: Elliott Associates Flexes Muscles
AVATEX: Fourth Quarter Results

BN1 TELECOMMUNICATIONS: Authority to Extend Financing
CALDOR: Financial Results for First Quarter
D&L VENTURE: Committee Objects to Extension of Exclusivity
DOW CORNING: Close to a Deal in Canada
EUROWEB INTERNATIONAL: Files Form 10-QSB/A with the SEC

FLOWIND CORP: Plan Confirmed By the Court
FLUSHING HOSPITAL: Files for Chapter 11
GENERAL WIRELESS: Court Extends Exclusivity To July 31
GIBSON'S HOLDING: Seeks Extension of Exclusivity
MAIDENFORM: Wins Nod For New $4M Computer System

NAL FINANCIAL: Objects to Secured Claim of Textron
NAMCO CYBERTAINMENT: Disclosure Statement and Plan
NAMCO CYBERTAINMENT: Hearing on Disclosure Statement
OXFORD HEALTH: Completes Overhaul of Management
PEGASUS GOLD: Order Extends Exclusivity

R&S STRAUSS: Files for Chapter 11
ROASTERS CORPORATION: Hearing on Special Counsel
SEARCH FINANCIAL: Announces Delisted Stock
VENTURE STORES: Lease Sale To Kimco for $95M Okayed
WESTMORELAND COAL: Objections of UMWA Benefit Fund to Plan

                  *********

APS HOLDING: Exclusivity Extended To September 30
-------------------------------------------------
APS won a 120-day extension of its exclusive periods for
filing a reorganization plan and soliciting plan
acceptances to Sept. 30 and Nov. 29, respectively.  There
was no opposition to the auto parts distributor's extension
request.  The court also approved a global reclamation
claim program proposed by APS. (Federal Filings Inc. 09-
June-98)


AMERICAN GAMING: Breeden Files Suit
-----------------------------------
In a current report Form 8-K filed with the SEC, American
Gaming & Entertainment Ltd., announced that On May 29,
1998, Richard C. Breeden, Trustee for The Bennett Funding
Group,Inc., et. al., filed suit against the company in the
United States Bankruptcy Court, Northern District of New
York (Bankruptcy Case No. 96-61376, Adversary Proceeding
No. 98-70465A).

The plaintiff alleges that payments made by The Bennett
Funding Group, Inc. and related entities to the company
between March 29, 1990 and March 29, 1996, collectively
totaling approximately $70,155,000, were actual or
constructive fraudulent transfers by Bennett. In the
alternative, the plaintiff alleges that all or some of the
Transfers were loans by Bennett to the company and are
currently due and payable on demand.

The plaintiff is seeking payment by the company of the
amount of the payments, accrued and unpaid interest,
attorneys fees and costs. Should the plaintiff prevail,
this litigation would have a material adverse effect on the
company's business and financial condition. The company
would then need to pursue a formal plan of reorganization
or liquidation which would generally result in the sale
of the Registrant's assets to satisfy outstanding
obligations. There can be no assurance that if either
action is required to be pursued that all such
obligations would be completely satisfied. Further, in the
event of either action, it is unlikely that stockholders of
the Registrant will recover any of their investment in the
Registrant.


AVATEX: Elliott Associates Flexes Muscles
-----------------------------------------
Elliott Associates, L.P., a New York-based private
investment partnership, and Westgate International, L.P., a
Cayman Islands private investment partnership,
announced today that this morning the record holders of a
majority of the issued and outstanding shares of Avatex
Corporation's $4.20 Cumulative Exchangeable Series A
Preferred Stock and $5.00 Cumulative Convertible
Preferred Stock delivered to Avatex written consents by
which the signatories to the consents (including Elliott
Associates  and Westgate International) elected as
directors Vincent Intrieri, Daniel Gropper,
Ralph DellaCamera and Brian Miller.  All four of the new
directors are affiliated with Elliott Associates.  The
right to Elect the new directors was triggered by Avatex's
failure to pay dividends on its Preferred Stock
for six quarters.

In a letter to the Co-Chief Executive Officers of Avatex,
the new Board Members have notified the Corporation of
their intent to exercise their rights under Delaware law to
examine Avatex's books and records and other documents
relating to: (i) the proposed merger of Avatex into a
newly-created subsidiary which includes anti-takeover and
management entrenchment provisions (so as to determine the
advisability, propriety and business purpose of these
transactions); (ii) all salaries, bonuses, stock option
programs and any other compensation paid or proposed to be
paid to Avatex's Co-Chief Executive Officers, Melvyn Estrin
and Abbey Butler, by Avatex or affiliated entities; and
(iii) analysis of the payment or nonpayment of dividends in
recent years.

Elliott Associates and Westgate International together own
approximately 28% of the $4.20 Cumulative Exchangeable
Series A Preferred, 17% of the $5.00 Cumulative Convertible
Preferred and 6% of the outstanding common shares of
Avatex. (FoxMeyer Bankruptcy News 09-June-98)


AVATEX: Fourth Quarter Results
------------------------------
Avatex reported revenues for the fourth quarter of $2.4
million compared to revenues of $1.4 million for the same
period last year.  The increase is due primarily to an
increase in the number of real estate partnerships the
Company operated compared to the same quarter of the
previous year.  The Company reported operating income of
$19.3 million for the quarter, compared with an operating
loss of $0.3 million a year ago.  Included in fiscal 1998
operating income was a gain of $21.3 million recorded in
connection with the termination, by two subsidiaries, of
certain post-retirement benefit obligations of former
employees.  The Company reported net income from continuing
operations of $16.5 million, compared with a net loss from
continuing operations of $9.2 million for the same period
last year. Included in the loss from continuing operations
for the fourth quarter of fiscal 1997 is a charge for the
write-down of the Company's investment in Phar-Mor, Inc.
("Phar-Mor") of approximately $13.6 million.  

For the fiscal year ended March 31, 1998, the Company
reported revenues of $12.2 million compared to $12.5
million for the same period last year. Operating losses
were $9.6 million compared with operating losses of $2.4
million for the previous year.  Current year operating
losses include a one-time charge of $33.3 million incurred
in connection with the settlement reached with the Chapter
7 Trustee of FoxMeyer Corporation ("FoxMeyer") (as
previously announced), partially offset by a
gain of $26.9 million in connection with the settlement
and/or termination of certain pension and other post-
retirement benefit obligations of former employees.  

The Company reported a net loss from continuing operations
of $81.2 million compared to a net loss from continuing
operations of $12.2 million for the same period last year..

The New York Stock Exchange has advised Avatex that the
Company has fallen below the Exchange's continued listing
criteria relating to net tangible assets available to
common stock and average net income after taxes for the
past three years, and has requested Avatex to demonstrate
when it will be able to return to the Exchange's original
listing requirements. Avatex has been in discussions with
the Exchange regarding the continued listing of Avatex's
securities on the Exchange and the effect of the proposed
merger on these securities.  The Exchange has
advised Avatex that, if the merger transaction is not
consummated, the Exchange will proceed with efforts to
suspend and/or delist Avatex's securities from trading on
the Exchange and, in any event, may proceed with efforts to
suspend and/or delist Avatex's securities from trading
subject to Avatex's ability to comply to the Exchange's
original listing requirements.


AVATEX: Consents to Election of Two New Directors
-------------------------------------------------
May 1, 1998 -- Avatex Corporation announced that  
it has consented to the election by the holders of a
majority of its Series A preferred stock of two new  
directors to the company's board of directors, thereby
increasing the size of the  board  to  nine directors.
The two new directors are Vincent Intreari and Daniel
Gropper.  A group of the company's Series A and First
Series preferred stockholders had attempted to add a total
of four new directors by written consent last
week.  Avatex consented to the election by the Series A
preferred stockholders of two directors in order to obtain
an expedited hearing before the Delaware Court of Chancery
on May 14, 1998 on an important issue relating to the
company's proposed merger with Xetava Corporation.  
The Delaware Court also set a hearing on June 8, 1998 on
the validity of the purported action by certain holders of
the First Series preferred stock to add the other two
directors.

Abbey J. Butler and Melvyn J. Estrin, Co-Chairmen and Co-
Chief Executive Officers of Avatex, stated that, "Avatex's
primary goal is to align the interests of its equity owners
in a fair manner that will allow the company to grow and
prosper into the future.  We believe that
proceeding with the proposed merger as expeditiously as
possible is the best way to achieve this goal and to
increase stockholder value for the benefit of all of the
company's stockholders."  


BN1 TELECOMMUNICATIONS: Authority to Extend Financing
-----------------------------------------------------
The court entered an order granting the Stipulation between
BN1 Telecommunications, Inc. and FirstMerit Bank, to extend
the final order authorizing the debtor to incur post-
petition secured debt from May 15, 1998, up to and
including June 15, 1998 on the same terms and conditions as
contained in the Final Order and the Financing Documents.


CALDOR: Financial Results for First Quarter
-------------------------------------------
Caldor Corporation announced its financial results for the
first quarter ended May 2, 1998.  Net sales for the first
quarter of 1998 were $529.6 million compared to $525.6 for
the first quarter of 1997.  Comparable store sales
increased by 4.5% for the quarter.

For the first quarter of 1998, the company reduced its
operating loss to $17.3 million from $19.7 million for the
first quarter of 1997.  The company's net loss for the
quarter was also reduced to $31 million from a net loss of
$36.3 million, for the first quarter of 1997.


D&L VENTURE: Committee Objects to Extension of Exclusivity
----------------------------------------------------------
The Official Committee of Unsecured Creditors in the cases
of D&L Venture Corp., Weathervane Retail Corp. and D&L
Stores Corp., debtors, object to the debtors' motion
seeking an extension of the exclusive periods in which the
debtors have the exclusive right to file a plan of
reorganization and to solicit acceptances thereof.

The Committee states that the motion fails to state in what
way the debtors' reorganization efforts will be facilitated
by the extension.  The debtors have no basis for a plan of
reorganization or even an idea of how to structure its plan
of reorganization.  The administrative expenses in this
case are increasing at a significant rate, and any delays
in the process of proposing and finalizing a plan of
reorganization would be at a significant cost to the
creditors of the accelerated administrative expenses.  The
Committee believes that allowing the debtors to retain the
exclusive rights to file a plan and solicit acceptances
will actually detract from the process of formulating a
plan.


DOW CORNING: Close to a Deal in Canada
--------------------------------------
Dow Corning Corp. announced that it is one step closer to
getting a silicon breast-implant class action settlement; a
$35 million deal would offer payouts to up to 10,000 women
in the provinces of Ontario and Quebec who developed
medical problems from silicon breast implants, according to
a newswire report. The deal was finalized in May and a
hearing is scheduled for July 10 in Quebecs Superior Court.
Dow Corning filed for chapter 11 protection in the United
States in 1995 and agreed to settle the Canadian class
action as part of its reorganization plan.


EUROWEB INTERNATIONAL: Files Form 10-QSB/A with the SEC
-------------------------------------------------------
For the three months ended March 31, 1998, the Company
incurred a net loss of $255,085; the net loss for the three
months ended March 31,1997 amounted to $679,115.

Revenues for the three months ended March 31, 1998 amounted
to $2,109,368, compared with revenues of $286,252 for the
three months ended March 31, 1997.

The acquisition of the Internet business in 1997 resulted
in goodwill of approximately $1,900,000, which is being
amortized over five years; amortization for the three
months ended March 31, 1998 and 1997 amounted to $97,000
and $86,000, respectively.


FLOWIND CORP: Plan Confirmed By the Court
-----------------------------------------
Notice is given of the entry of an order of the court on
June 2, 1998 confirming the plan of reorganization filed by
the Debtor, FloWind corporation on May 29, 1998.


FLUSHING HOSPITAL: Files for Chapter 11
---------------------------------------
Flushing Hospital & Medical Center, d/b/a New York Flushing
Hospital Medical Center, filed for Chapter 11 on June 2 in
Brooklyn, N.Y.  The Flushing, N.Y., non-profit hospital
provides comprehensive medical services to the surrounding
community.  The petition lists total assets and liabilities
of about $75.7 million and $134.1 million, respectively.  
The Society of the New York Hospital Fund Inc., owed nearly
$16.3 million, is the largest unsecured creditor. Courtesy
of The Daily Bankruptcy Review Copyright  June 10, 1998


GENERAL WIRELESS: Court Extends Exclusivity To July 31
------------------------------------------------------
The court approved a stipulation that extends the exclusive
period for General Wireless and its GWI PCS Inc. affiliate
to file a reorganization plan from May 26 to July 31.  The
stipulation, which also extends the exclusive period for
the companies and their units to solicit plan acceptances
to Sept. 30, reflects an agreement with the Federal
Communications Commission.  In seeking the extensions, the
wireless companies said they are "negotiating an overall
transaction with numerous investors and investment bankers
which is necessary for the success of their proposed Plan."
(Federal Filings Inc. 09-June-98)


GIBSON'S HOLDING: Seeks Extension of Exclusivity
-----------------------------------------------
The Debtors, Gibson's Holding Company et al., are seeking
an order further extending the exclusive period to solicit
acceptances of their plan.  A hearing is scheduled for June
22.

The debtors seek an additional extension of less than sixty
days of their exclusive solicitation period from June 15,
1998 through August 5, 1998, in order to focus their
attention on finalizing the documents necessary to
implement the plan and prepare for the solicitation and
confirmation process without the distraction of a competing
plan solicitation.


MAIDENFORM: Wins Nod For New $4M Computer System
------------------------------------------------
The court authorized Maidenform Worldwide Inc. to purchase
a new, $4 million computer system as part of a system
upgrade scheduled to be completed during the second quarter
of 1999.  The intimate apparel manufacturer said its
current systems have hampered its ability to perform proper
production planning and sales forecasting, and about 90% of
its corporate applications are not year 2000 compliant.  
The $4 million total project cost consists of approximately
$1 million in hardware and software acquisition costs and
$3 million for training, conversion, and implementation.


NAL FINANCIAL: Objects to Secured Claim of Textron
--------------------------------------------------
NAL Financial Group, Inc., debtor objects to that portion
of the Textron Claim denominated as a "Pre-Payment Premium"
in the amount of $1,050,000 and that portion of the claim
denominated as a facility fee in the amount of $175,000.


NAMCO CYBERTAINMENT: Disclosure Statement and Plan
--------------------------------------------------
The plan proposed by Namco Cybertainment, Inc. (NCI)
provides that creditors of NCI's estate will receive full
payment of the their Allowed Claims, plus post-petition
interest at 5.5% simple interest.  The payments required
under the plan are to be funded primarily from cash on hand
and from cash generated by NCI's ongoing operations. To the
extent required, NCI will borrow the funds needed to
perform its plan obligations from its sole shareholder
Namco Holdings, Inc. under a loan facility established in
conjunction with the plan.

NCI believes that the only alternative to the plan is the
piecemeal liquidation of NCI's assets. Classes of creditors
provided in the plan are as follows:

Class 1 - Secured Claims
Class 2 - Priority claims.
Class 3 - Landlord Claims
Class 4 - General Unsecured Claims
Class 5 - Affiliate Claims
Class 6 - Interests.

Class 1,2,3,4 and 5 are impaired under the plan.


NAMCO CYBERTAINMENT: Hearing on Disclosure Statement
----------------------------------------------------
A haring to consider the adequacy of the proposed
disclosure statement of Namco Cybertainment Inc. will be
held on June 26, 1998.  Objections to the approval of the
disclosure statement must be received no later than June
23, 1998.  The confirmation hearing will be held on August
10, 1998.


OXFORD HEALTH: Completes Overhaul of Management
-----------------------------------------------
It was reported in The Wall Street Journal on June 10, 1998
that Oxford Health Plans Inc. appointed Yon Yoon Jorden as
Executive Vice President and CFO.  KPMG Peat Marwick LLP
was dismissed as its independent auditors and replaced with
Ernst & Young LLP.


PEGASUS GOLD: Order Extends Exclusivity
---------------------------------------
A hearing was held on May 13, 1998, to consider the motion
of Pegasus Gold Corp. et al., debtors, for an order
extending the debtors' exclusive periods.  The court
ordered that the debtors' exclusive periods during which
they may file a plan of reorganization and solicit
acceptances therefor are extended to July 31, 1998 and
September 30, 1998 respectively.


R&S STRAUSS: Files for Chapter 11
---------------------------------
R&S Strauss, an auto parts retailer based in South River,
N.J., and three affiliates filed for chapter 11 protection
yesterday in the District of Delaware, listing assets as of
May 2 of $77 million and liabilities of $76 million,
according to Reuters. The affiliates include R&S parent
company, WSR Corp., National Automotive Stores Inc. and
National Auto Stores Corp. Last month a private investor
group bought R&S, and President and CEO Dan Gillings said
the company will assess the profitability of each store
location and the companys overall cost structure. Congress
Financial Corp. and National Bank of Canada, which holds a
$12.7 million secured claim, have committed to $29 million
in debtor-in-possession financing. U.S. District Court
Judge Joseph Farnan has scheduled a hearing for this
morning to consider motions to allow the company to
continue normal operations. (ABI-10-June-98)


ROASTERS CORPORATION: Hearing on Special Counsel
------------------------------------------------
On June 18, 1998 a hearing will be held to consider the
application by the debtor, Roaster Corporation, to employ
Gipple & Hale as special counsel to perform the legal
services required by the debtor with respect to its
patents, trademarks and service marks in this case.


SEARCH FINANCIAL: Announces Delisted Stock
------------------------------------------
On June 1, 1998 Registrant received notification from the
NASD that the NASD had delisted Registrant's common stock
and 9%/7% convertible preferred stock from the NASDAQ
National Market effective with the close of business that
day. As a result, regular quotations for Registrant's
common stock and 9%/7% convertible preferred stock may not
be available and persons desiring to purchase or sell
shares of Registrant's common stock and 9%/7% convertible
preferred stock will be required to seek interested
counterparties through "pink sheet" listing.


VENTURE STORES: Lease Sale To Kimco for $95M Okayed
---------------------------------------------------
The court Friday approved the sale of Venture's leases to
real estate investment trust Kimco Realty Corp. for about
$95 million.  The sale hearing, originally set for June 1,
was adjourned until June 5 to give potential bidders more
time for due diligence.  However, the bidders, discount
retailers ShopKo Stores Inc. and Schottenstein Stores
Corp., decided not to submit offers. (Federal Filings Inc.
09-June-98)


WESTMORELAND COAL: Objections of UMWA Benefit Fund to Plan
----------------------------------------------------------
The Trustees of the United Mine Workers of America Combined
Benefit Fund objects to the Disclosure Statement of the
debtor, Westmoreland Coal Company.  

The objection is limited to points specific to the Combined
Fund.  The trustees argue that capping the Combined Fund's
recovery in reorganization at what it could receive in a
liquidation would violate the Bankruptcy Code.  They claim
that the notion that reorganization itself operates to
drastically reduce the amount of Coal Act liability by
cutting off a claim against the Chapter 11 debtors without
preserving that claim against the reorganized debtors is
wrong as a matter of law.


                  *********

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  * * *