TCR_Public/980612.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
     
    Friday, June 12, 1998, Vol. 2, No. 115

                Headlines

AL TECH: Gets 5 More Months to Restructure
APPLIANCE RECYCLING: Files Form 13G with the SEC
BOYDS WHEELS: Plans to Auction Fixed Assets
DOW CORNING; First Quarter Profit Rises
FRETTER: Court Extends Exclusive Periods

GDANSK SHIPYARD: Attracts Several Bids
GENERAL WIRELESS: Justice Department Challenges Decision
GLOBAL ASSOCIATES: EDO to Acquire Technical Services
HOMELAND HOLDING: Files Form S-8 with the SEC
JACKSON BROOK: Tennessee Company Hired as New Manager

NABISCO: Second Quarter Charge of $268 Million
NEXTWAVE: Wins FCC Auction - Files For Bankruptcy
PHC INC: Files SEC FORM 8K
PEACOCK FINANCIAL CORPORATION: Files FORM S-8 with the SEC
POLAROID: Announces Slumping Sales

SHOPPING.COM: Markley Replaces McNulty
SINGING MACHINE: Form 10-QSB for Quarter Ended 6/30/97
UNDERWATER WORLD: Charts Path Out of Bankruptcy
VOXEL INC: Files for Chapter 11 Protection
VITALE: A&P Bidding for Five Foodtown Markets

WSR CORPORATION: Files Chapter 11 Bankruptcy Petition
WESTMONT INDUSTRIES: Fate of Westmont to Be Decided Aug 29
WET SEAL: Files Quarterly Report with the SEC
WOODLANDS: Owners of Woodlands Appeal Chapter 7 action

                *********

AL TECH: Gets 5 More Months to Restructure
------------------------------------------
A bankruptcy judge has given AL Tech Specialty Steel Corp.
an additional five months to continue its restructuring.
The corporation, which filed for Chapter 11 protection on
Dec. 31, has been given an extension for restructuring
until Oct. 31.  "We continue to meet or exceed our plan
through the first five months of the reorganization,"
Sanvidge said.  "We are looking for slow, steady growth to
keep to the plan. We are defining products and looking for
higher margin products that are more profitable," he  
said. (Buffalo News - 06/07/98)


APPLIANCE RECYCLING: Files Form 13G with the SEC
------------------------------------------------
In Form 13-G filed with the SEC, Appliance Recycling
Centers of America reports 218,789 common shares of stock
pursuant to this report beneficially owned.  This includes
131,289 common shares owned by the clients of Perkins
Capital Management, Inc., and 87,500 common shares owned by
the Perkins Opportunity Fund.  Perkins Capital Management,
Inc. disclaims beneficial ownership in the Perkins
Opportunity Fund shares.

The percent of class is 19.2%.  This includes a percentage
of class of 11.5% by clients of Perkins Capital Management,
Inc. and 7.7% by the Perkins Opportunity Fund.


BOYDS WHEELS: Plans to Auction Fixed Assets
-------------------------------------------
Boyds Wheels, bankrupt since January, will auction its
fixed assets this week and even that might not kill off the
company.  The wheel maker's bankruptcy attorney said Monday
that Boyds' officials continue to talk to competitors about
a buyout and hold out hope that a company called Boyds'
Wheels might resume operation.

Boyds' Wheels' attorney, Jeff Golden said that the company
hopes to raise from $5 million to $10 million by selling
everything from heavy machinery to motorcycle jackets. The
company also might sell the assets of its wholly owned
subsidiary, Hot Rods by Boyd.  In addition, Boyds' plans to
sell its Stanton distribution center, with a minimum asking
price of about $1.8 million, Golden said.

It's unclear how many cents on the dollar will be repaid to
unsecured creditors.  Boyds' biggest secured creditor, City
National Bank, is owed about $8 million. Unsecured
creditors, including vendors and other businesses, are owed  
about $4 million.

After this week's auction, Golden hopes to resume talks
with other wheel makers who might want the company's
designs and its brand name.  "The name still means
something with consumers," Golden said. "That's the  
basis for the interest."

For information about the auction, call Hackman Capital
Partners at (310) 473-8900. (Orange County Register;
06/02/98)          


DOW CORNING; First Quarter Profit Rises
---------------------------------------
Dow Corning Corp.'s first-quarter profit rose 2.8 percent  
as increased silicon sales and lower bankruptcy
reorganization costs offset a strong dollar and rising
operating expenses.

The specialty chemicals maker said first-quarter net income
rose to $54.9 million, or $21.96 per basic share, from
$53.4 million, or $21.36 per basic share, in the year-
earlier quarter.  Sales rose 2.6 percent to $649.1 million
from $632.7 million.  Dow Corning is a joint venture
equally owned by Dow Chemical Co. and Corning
Inc.

The company said a strengthening dollar eroded the value of
foreign sales, which contributed more than half of overall
1997 revenue, for products such as fluids and sealants.


FRETTER: Court Extends Exclusive Periods
----------------------------------------
By order entered June 2, 1998, the court approved the
motion of debtors, Fretter, Inc., et al., seeking an
extension of exclusive periods.

The debtors and the Creditors' Committee shall have the
exclusive right to file a plan or plans of liquidation
through and including September 1, 19998.  The debtors and
the Creditors' Committee shall have the exclusive right to
obtain acceptance of such a plan or plans through and
including November 2, 1998.


GDANSK SHIPYARD: Attracts Several Bids
--------------------------------------
At least three serious bids for the bankrupt Gdansk
shipyard have been received by the administrator of the
bankruptcy assets.  A decision, originally expected for the
end of May, is now not likely to come before the end of
June.  One prominent bidder is the Gdynia Shipyard. Another
offer for Stocznia Gdanska was made by the KBO Shipbuilding
group, a joint venture of Marine Metal, Regan Consult and
Navimor Intertrade. The latter is part of the former  
marine foreign trade monopoly Navimor. KBO said that it
plans to invest $70m in the yard.

Stocznia Szczecinska shipyard in Szczecin, large bulk
operator Polish Steamship Co (PSC) and the Gdansk repair
yard, Remontowa, are a third consortium also bidding for
Gdansk.  Other offers are expected, including two
international bids from Canada and Greece.

The Gdansk yard has continued operating while in
receivership.  The fact that Gdansk is building three
containerships even though it is in bankruptcy, is mainly
due to the German tax law. The ships had been ordered when
the old, favourable tax regime was still in force in
Germany and had to be completed by the yard where they were
ordered, otherwise investors in shipping  funds would have
lost large tax benefits.

Gdansk Shipyard went bankrupt in June 1996. The bankruptcy
was formally brought about by the government, which owned
60% of the company. The remainder was held by the
workforce.  (LLoyds List International - 06/10/98)


GENERAL WIRELESS: Justice Department Challenges Decision
--------------------------------------------------------   
The Justice Department is challenging an April 24 decision
by the U.S. Bankruptcy Court for the Northern District of
Texas. It lets General Wireless Inc. retain the licenses it
won at a 1997 government auction even though the company
hasn't fully paid the government for them.

One of the biggest bidders in that auction, General
Wireless bid $1.06 billion for 14 licenses to offer the
next generation of wireless communications known as PCS -
personal communications services. The government Monday
appealed a court decision that let a company
involved in bankruptcy proceedings retain valuable
communications licenses.(San Antonio Express News -
06/09/98)


GLOBAL ASSOCIATES: EDO to Acquire Technical Services
----------------------------------------------------
EDO Corporation (NYSE:EDO) announced that it has agreed to
acquire the assets of the Technical Services Group, Falls
Church, Va., a unit of Global Associates Ltd., for $4.8  
million in cash.  Global Associates currently is operating
under Chapter 11 bankruptcy protection. A hearing on the
matter is expected in early summer 1998.

The Technical Services Group, which had revenue for the
most recent twelve- month period of approximately $12
million, provides operations and systems analysis to the
Department of Defense and other governmental agencies.

EDO Corp. designs and manufactures advanced electro
optical, electronic, mechanical, acoustic and composite
products for the defense and aerospace industries.


JACKSON BROOK: Tennessee Company Hired as New Manager
-----------------------------------------------------
Quorum Health Resources of Tennessee has been hired to
manage Jackson Brook.  The firm, which specializes in
hospital management, sales and mergers, runs 400 other
hospitals across the country.  David Hillman, a lawyer for
the South Portland institution, also said the financial
crisis that drove the hospital into bankruptcy in March is
over. However, the hospital still owes its creditors at
least $7 million.

Hillman said emergency managers have stabilized the
hospital's finances, doubled the number of patients and
planned two new treatment services.  Nine buyers have
expressed interest in Jackson Brook, including Maine
Medical Center and Mercy Hospital, Hillman said, and the
South Portland hospital could be sold in six months.

It's unclear what the hospital's total debt is, but Jackson
Brook's top 10 creditors have filed claims for $7.4 million
in unpaid bills. The state of Maine is among the hospital's
major creditors.  Gary Brooks, who ran the hospital for
Allomet Partners, said Monday that the number of patients
has climbed from 30 to 60 since late March, and that
Jackson Brook would be offering two new services.  A new
psychiatric intensive care unit will open Monday, and a
juvenile transition unit to help youths move from hospitals
to the community will go into operation by August, he said.

Brooks declined to comment on the operations of the
previous owner. But he said Allomet had improved operations
by shutting down an unprofitable geriatric unit, cutting
costs in insurance and pharmaceuticals and seeking more  
competitive bids for services.  Hillman, the hospital's
lawyer, said Brooks had stabilized the hospital's  
finances several weeks sooner than expected.

Jackson Brook remained in operation partly because the
Department of Human Services agreed to the early release of
$2.3 million in payments to the hospital after it went
bankrupt. Portland Press Herald -06/09/98)


HOMELAND HOLDING: Files Form S-8 with the SEC
---------------------------------------------
Homeland Holding Corp. reports that a total of 432,222
shares have been reserved for issuance pursuant to
options granted or to be granted under the company's 1996
Stock Option Plan and are being registered.  The proposed
maximum aggregate offering price of 176,000 of such shares
that are subject to outstanding options has been calculated
based on the weighted average exercise price of such
outstanding options of $6.19 per share.  The proposed
maximum aggregate offering price of 256,222 of such shares
that are not subject to outstanding options has been
calculated based on the average of the high and low sales
prices of the Common Stock as reported on the NASDAQ
National Market System on June 4, 1998, which average price
was $7.8125 per share.

The Common Stock of the Company is traded on the NASDAQ
National Market System under the symbol "HMLD."


NABISCO: Second Quarter Charge of $268 Million
----------------------------------------------
Nabisco Holdings Corp., said Monday it will take a second-
quarter charge of about $268 million, or three
times estimated earnings, to slash costs by firing about
3,100 workers and closing nine factories.

The company will take another $118 million in pretax
charges over the next year as it pares its work force by 6
percent. Chief Executive James Kilts will use the $100
million in annual savings to boost ad spending by a third
to try to regain sales lost to rival Keebler Foods Co.

Nabisco's shares fell 13 percent to a four-month low as the
size of the charges surprised investors, who expected
earnings to start rising again later this year. The
restructuring is Nabisco's second in two years aimed at
reducing  expenses, costing more than $1 billion in pretax
charges. (San Antonio Express News - 06/09/98)


NEXTWAVE: Wins FCC Auction - Files For Bankruptcy            
--------------------------------------------------
NextWave Telecom Inc. joined the number two and three
bidders, Pocket Communications and General Wireless Inc.
respectively, in filing for Chapter 11 bankruptcy
protection to avoid paying the full prices for the C-block
licenses.  Last Friday, a US Appeals Court rejected an
appeal by NextWave to block the FCC's debt payment rules
for the personal communications services (PCS) license  
payments until the case is resolved, forcing the company to
declare bankruptcy.  NextWave, like all other bidders, had
until yesterday to chose a method of payment for the
licenses.

The bankruptcy filing angered FCC Chairman William Kennard
who said, " (the filing) underscores again the urgent need
for Congress to make clear that the licenses to use the
public's airwaves are public assets, not private property
that can be tied up in bankruptcy."  "NextWave now seeks
judicial permission to break the deal it made when it bid
on the licenses," he said.  Noting that "an overwhelming
majority of C-block licensees have either elected one of
the restructuring options or decided to continue under
their current payment terms," Kennard said "it is
unfortunate that NextWave has chosen bankruptcy. Bankruptcy
is a drastic measure that benefits no one."

The auction generated net revenues of some $10.2 billion
for Uncle Sam, with NextWave winning 56 licenses for $4.2
billion, Pocket Communications winning 43 licenses on bids
of $1.4 billion, and General Wireless bidding $1 billion
for 14 licenses. NextWave had planned to pay for the
licenses with money it raised through an initial public
offering, but Wall Street soured on wireless providers, and
NextWave's IPO failed to raise enough cash.

According to NextWave's appeal, the options offered by the
FCC "are not commercially viable and will have the opposite
effect from the relevant statutory mandate that the FCC
facilitate the prompt entry of small business competitors
into the emerging PCS industry."  NextWave is hoping to
receive the same discounts General Wireless received last
April, when federal bankruptcy judge Steven Felsenthal
ruled that the licenses won by General Wireless were worth
only $166 million. The ruling meant that General Wireless
only had to pay the FCC an additional $58 million to
receive  the licenses, for which it bid $1 billion.

"The April 24 General Wireless ruling undermines the heart
of the auction process," Kennard said. "The winning
bidder's promises to pay the full amount of the winning
bid."  The US Justice Department, meanwhile, appealed the
General Wireless ruling last week, claiming the company
still owes almost $900 million for the licenses.
"While we will pursue this appeal, Congress also should
take action by enacting legislation to clarify that
bankruptcy should not be used to hold auctioned  licenses
captive," Kennard added.

NextWave said the nine-month lag time between when the
company bid on the personal communications services
licenses and when they became available for  
use reduced their value. The company also said the delay
interfered with its ability to raise financing. "The
material delay caused by the inaction of the FCC completely
frustrated the ability of (NextWave) to obtain the
financing necessary to build out their PCS  systems and to
make the installment payments to the FCC on the acquired  
licenses," NextWave said in its bankruptcy filing.
(Newsbytes; 06/09/98 and San Diego Union Tribune - 06-09-
98)


PHC INC: Files SEC FORM 8K
--------------------------                  
"On May 26, 1998, PHC, Inc.'s wholly owned subsidiary,
Quality Care Centers of Massachusetts, Inc.,  
doing business as Franvale Nursing and Rehabilitation
Center, filed for reorganization under Chapter 11 of the
United States bankruptcy Code in the  Eastern Division of
the District of Massachusetts at Boston, Massachusetts.   

On May 27, 1998 on motion of Franvale, the court authorized
the appointment of Joseph  Braunstein as the Chapter 11
Trustee.  On May 29, 1998, the Bankruptcy Court  terminated
the Chapter 11 proceeding determining that there was no
likelihood  of reorganization since the prospective
acquirer of the facility was now imposing certain terms
unacceptable to all interested parties and that the  
transfer of patients and liquidation of assets could be as
readily effectuated  in a state court receivership under
the aegis of the Massachusetts Health Care Statutes and
accordingly dismissed the Chapter 11 case.  

On June 1, 1998, on the Petition of the Attorney  
General of the Commonwealth of Massachusetts on behalf of
the Department of Public Health with the acquiescence of
Franvale, Robert Griffin was appointed by J. Kottmyer as
Receiver to transfer the patients and close the facility
expeditiously.

The management of PHC does not believe that the liquidation
of the assets of Quality Care Centers of Massachusetts,  
Inc. will have a substantial impact on PHC's financial
position as previously  reported.  Quality Care Centers of
Massachusetts, Inc. posted a loss from Discontinued
Operations of approximately $1.8 million in the nine months
ended  March 31, 1998 and $1.9 million in the previous
fiscal year.  The elimination of this loss will enhance the
profitability of PHC."


PEACOCK FINANCIAL CORPORATION: Files FORM S-8 with the SEC
----------------------------------------------------------
Peacock Financial Corporation reports a Consulting
Agreement with Corporate Stock Promotions LLC.

The title of the "plan" is: "Corporate Stock Promotions,
LLC./Compensation Contract", and the company whose
securities are to be offered pursuant to the plan is
Peacock Financial Corporation.

(2)  Corporate Stock Promotions, LLC is a consultant to
Peacock, and in such consulting capacity has entered into a
written compensation contract for services rendered. Such
written compensation contract is defined as an "Employee
Benefit Plan".

The securities to be offered:

(1)  40,000 shares of registrant's common stock.

(2)  The Capital Stock to be issued are the common shares
of the company that are fully paid and non assessable,  
with the same rights and privileges as all other common
stock shareholders of the registrant.


POLAROID: Announces Slumping Sales
----------------------------------
Polaroid Corp., the world's largest instant photography  
company, is expected to announce today that second-quarter
profits  will be less than forecast because of slumping
sales, analysts  said.

Polaroid alerted analysts after the close of trading Monday
that it will make an announcement on an unspecified
subject. Two months ago, the company gave analysts a heads-
up one day before it reported a big first- quarter loss.
Analysts now are betting Polaroid again will divulge a
problem with earnings.

The company is struggling to boost sales of its older
products as investors await the arrival later this year and
in 1999 of Polaroid's first batch of new products in a
generation. The stock fell 22 percent in the past 12 months
as Polaroid's sales hovered just above $2 billion a year,
as they have the entire decade.


SHOPPING.COM: Markley Replaces McNulty
--------------------------------------
On June 1, 1998, the Board of Directors of Shopping.Com
accepted the resignation of Robert J. McNulty from his
positions as President and Chief Executive Officer
and as a board member of Shopping.com for personal reasons.
The Company has appointed John Markley as Chief Executive
Officer and President to replace Mr. McNulty and
assume such responsibilities effective immediately.

Mr. Markley has also been appointed to the board of
directors to fill the vacancy created by Mr. McNulty's
resignation. Mr. Markley is currently the founder of
Allwoods Management Group providing management consulting
to businesses primarily in the areas of retailing and real
estate.

Effective June 1, 1998, the Company entered into a
Termination and Buy-Out Agreement with Mr. McNulty
terminating his Employment Agreement dated May 1, 1997
whereby he will receive cash consideration, which is to be
paid over the next two years and options to purchase shares
of the Company's common stock.

Effective June 1, 1998, the Company entered into a three
year consulting agreement with Cyber Depot, Inc., a
California corporation whereby Cyber Depot's principal, Mr.
Robert McNulty, will act as a consultant to the Company
providing general services relating to the operation,
promotion, strategic planning marketing, geographic
expansion and financing of the Company's business.


SINGING MACHINE: Form 10-QSB for Quarter Ended 6/30/97
------------------------------------------------------
The report of the independent auditors of The Singing
Machine Company Inc. on its 1997 financial statements
express substantial doubt about the company's ability to
continue as a going concern. The independent auditors
attributed this substantial doubt to substantial net
operating losses in the fiscal year ended March 31, 1997
and an accumulated deficit of approximately $10.0 million.  

The auditors have further noted that the Company
experienced a substantial decline in sales.  The Company is
currently dependent on the financing provided by Asia-Tech
& Bankers Capital to allow it to make inventory purchases
in advance of the peak holiday selling season.  The Company
does not have a dedicated line of credit in place to
finance its seasonal needs for inventory purchases.  The
discontinuance of financing currently in place could
result in the Company being forced to curtail its
operations.  The financial statements do not include
adjustments relating to the recoverability and
classification of the recorded carrying value of assets
or the amounts or classifications of other liabilities
that might be necessary should the Company be unable to
successfully negotiate additional inventory financing and
continue as a going concern.

There were 2,883,582 shares of Common Stock, $.01 par
value, issued and outstanding at June 30, 1997.

A full-text copy of the filing is available via the
Internet at:
http://www.sec.gov/Archives/edgar/data/0000943440-98-
000042.txt


UNDERWATER WORLD: Charts Path Out of Bankruptcy
-----------------------------------------------
The UnderWater World aquarium at the Mall of America has
prepared a turnaround plan that includes significantly
reduced rent, partial payoffs to some bondholders and
marketing strategies such as construction of "an enormous
shark" around one set of the mall's elevators.

The plan does not reduce interest rates or lengthen payback
on the debt that helped put the attraction into deep water
last year. But the plan could set the stage for the
discounted sale of the attraction, with proceeds going to
the senior bondholders.

The plan faces a preliminary hearing June 17 and perhaps a
subsequent vote by bondholders and claimholders.  
UnderWater World attorney James Baillie said that because
the plan was developed with creditors' representatives,
aquarium officials are optimistic it will be approved.
President Erik Pedersen said he might try to negotiate a
buyout of the attraction, which cost about $26 million to
develop. The plan estimates the buyout value at more than
$8 million, and Pedersen said he has commitments for  
about two-thirds of that amount. But he stressed that he
does not know whether senior bondholders would accept such
an offer.

Under the amended reorganization plan, holders of $16.4
million in senior bond debt would be paid from the
attraction's excess cash flow.  Subordinated, or junior,
bondholders would receive pro rata shares of a $650,000
pool equivalent to about 10 percent of the $6.5 million
principal amount. If the subordinated bondholders vote
against the proposal, they run the risk of getting nothing,
Pedersen and Baillie said.

A key part of the plan provides for significantly reduced
rent payments to the Mall of America - $358,000 per year
plus 15 percent of gross revenue over $6.5 million. The
aquarium's current lease requires payments of about $1.2  
million per year, including utilities and taxes, although
full monthly payments have not been made since the Chapter
11 filing. The mall not only would forgo the balance of
those reduced payments, it also would refund $325,000 that  
senior bondholders said should not have been paid to the
mall because of legal priorities for the aquarium's
revenues.

If the June 17 hearing leads to voting by bondholders and
creditors, another court hearing likely will be scheduled  
this summer to confirm the plan's provisions. (Twin Cities
Star-Tribune; 06/05/98)


VITALE: A&P Bidding for Five Foodtown Markets
---------------------------------------------
Five North Jersey Foodtown supermarkets would be converted
to the A&P label under a deal negotiated by a federal
bankruptcy court official.

The Foodtown stores in Old Tappan, Washington Township,
Dumont, Hoboken,and Kearny would be sold to Montvale-based
A&P. All are owned by Vitale Foodtown Inc. of Old Tappan,
which filed for Chapter 11 bankruptcy protection  in
November. The fate of the Vitale Foodtown store in River
Edge is uncertain.

The sale is subject to approval by the U.S. Bankruptcy
Court in Newark, which could come next week, said Michael
Rourke, a spokesman for A&P. Details of the deal were not
available Friday. The deal was negotiated by Ed Bond, an  
accountant from West Orange who has appointed "responsible
officer" by the court.

Vitale, which at one time operated 12 Foodtown stores in
Bergen, Hudson, and Essex counties, closed stores in
Midland Park and Saddle Brook about a month ago. Depending
on what happens in River Edge, no Foodtowns will remain in
Bergen County if the sale to A&P goes through.(Record New
Jersey - 06/06/98)


VOXEL INC: Files for Chapter 11 Protection
------------------------------------------
Medical imager Voxel Inc. filed for bankruptcy Tuesday,
saying it hopes to  stay in business while it figures out
how to pay off a $1.9 million arbitration loss.

The 32-employee company, which is trying to develop a
device that will create three-dimensional holographic X-
rays, filed for Chapter 11 protection in  Santa Ana. If, as
expected, the court grants Voxel protection, the company
can  put off paying its creditors for an unspecified
period.

Voxel's biggest creditor is General Scanning Inc. The
Watertown, Mass.-based company last month was awarded $1.9
million, capping a two-year dispute with Voxel.   Voxel
officials said they filed for bankruptcy only after payment
negotiations with GSI broke down.

"They've insisted on full payment or a security interest in
our (patents), which we're not prepared to give up," said
Allan Wolfe, Voxel's chief executive.   Victor Woolley,
GSI's chief financial officer, said his company isn't  
pushing Voxel into bankruptcy.   "Voxel doesn't have cash
to last beyond this quarter," Woolley said.

Voxel now needs cash, and Wall Street probably isn't an
option. The company has held two public offerings since
late 1994 and seen its stock trade as high as $9. It closed
Tuesday at $1.25, unchanged.   Wolfe said a "large
company," which he declined to name, is interested in  
financing Voxel.

He added that the Food & Drug Administration has approved a
prototype of Voxel's device  which took 10 years to develop
and that some companies have placed orders pending Voxel's
ability to manufacture its product for the mass
market. (Orange County Register - 06/03/98)


WSR CORPORATION: Files Chapter 11 Bankruptcy Petition
-----------------------------------------------------
WSR Corporation, (Strauss Auto) located at 9A Brick Plant,
South River, NJ 08802-1098 filed for Chapter 11 bankruptcy
protection on June 9, 1998, Case 98-1241.  The debtor's
affiliates National Automotive Stores, Inc. and National
Auto Stores Corp. filed bankruptcy cases in June 1998.  
Creditors holding the largest unsecured claims were
Alliance Corporate Finance Group, Inc., with a subordinated
bank debt in the sum of $13,400,000 and R&S Strauss, Inc.,
with an intercompany claim in the amount of $26,242,000.

The 111 store regional auto parts chain was squeezed by
national rivals moving into the Northeast.  Last year, the
chain had sales of roughly $175 million, with most of its
stores in the New York metropolitan area.  The 40 Strauss
stores in new York are not expected to close.  


WESTMONT INDUSTRIES: Fate of Westmont to Be Decided Aug 29
----------------------------------------------------------                    
The fate of Westmont Industries Bhd (WIB) and its wholly-
owned subsidiary Sabah Shipyard Sdn Bhd (Saship) will be
known on August 29 when WIB presents the details of its
restructuring proposals to the High Court.  Creditors of
the group are expected to vote on the proposals on the same
day. If accepted, the restructuring process will start by
the end of the year, group director Datuk Jaffar Indot told
reporters at a briefing yesterday.

WIB and Saship owe its creditors about RM970 million. Of
the amount, WIB owes RM66.49 million, of which RM61.09
million is due to unsecured creditors which include
financial institutions, RM869,000 to partially-secured
creditors and RM4.88 million to unsecured general
creditors, including hire-purchase and leasing companies.

Saship's debt amounts to RM907.3 million, including
RM197.91 million owed to WIB and a provision of RM312
million for bad debts. The proposals will be binding on all
WIB's creditors if it is approved by 75 per cent of the
creditors in terms of value and 50 per cent in the number
of each class of creditors, said Jaffar.

WIB posted a pre-tax loss of RM664.79 million on a turnover
of RM376.61 million. Group loss after tax stood at RM715.58
million.   "The new board found that the preliminary
unaudited results for the financial year, which was
originally announced as a profit after tax of RM54.9  
million, could not be substantiated," said Mohd Desa.

The High Court had on February 4 1998 granted a restraining
order allowing WIB to proceed with the restructuring
scheme.  The scheme includes a proposal to reduce 33 sen
for each fully paid-up RM1 WIB share, in order to reduce
the balance of accumulated losses by RM77.7 million. This
will be followed by a restricted issue to WIB's major  
shareholder, Swascojuta Sdn Bhd - holding 21.8 per cent -
to raise about RM61.15 million.   "Liquidation of WIB is
not a viable alternative as most creditors will not  
receive full payment while shareholders' investment in WIB
will likely be rendered valueless," said Mohd Desa.
(Business Times; 06/09/98)


WET SEAL: Files Quarterly Report with the SEC
---------------------------------------------
Wet Seal Inc. reports that sales in the first quarter of
fiscal 1998 ended May 2, 1998 were $104,845,000 compared to
sales in the first quarter of fiscal 1997 of $95,563,000,
an increase of $9,282,000 or 9.7%.

Net income was $3,488,000 in the first quarter of fiscal
1998 compared to $3,515,000 in the first quarter of fiscal
1997.  As a percentage of sales, net income was 3.3% in the
first quarter of fiscal 1998 compared to 3.7% in the first
quarter of fiscal 1997.

A full-text copy of the filing is available via the
Internet at:     http://www.sec.gov/Archives/edgar/
0001047469-98-023397.txt


WOODLANDS: Owners of Woodlands Appeal Chapter 7 action                   
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A federal judge last week granted a request by creditors to
convert the financially troubled track from a slow Chapter
11 financial reorganization case into an involuntary
Chapter 7 liquidation proceeding. That means a relatively
quick sale to new owners is now in the works.  However, the
Chapter 7 conversion was appealed Monday by the track's  
lawyers.

In their latest appeal, The Woodlands owners asked what
would happen if the track is sold under the rules of
Chapter 7 but they later win their Chapter 11 appeal and
are authorized to pursue their own financial reorganization
plan.

Under the Chapter 7 proceeding, Woodlands President Bruce
Rimbo was ousted from his management post and Overland Park
lawyer Eric C. Rajala was appointed by the court to
supervise the track's day-to-day affairs until it is sold.
The track's lawyers also seek to overturn that decision and
return temporary control of the track to The Woodlands'
parent firm, California-based Hollywood Park Inc., until
all appeals are resolved.

Kansas City, Kan., federal bankruptcy Judge John T.
Flannagan in April rejected the track's intricate
reorganization plan and cleared the way for a competing
plan submitted by creditors. Last week's conversion to a
Chapter 7  proceeding set aside those Chapter 11 options.

If the Chapter 7 sale occurs, there is only one announced
bidder to date. He is William M. Grace, a St. Joseph
businessman who heads the track's largest creditor group.
Grace has other gambling interests in Missouri, Kansas and  
Iowa. (Kansas City Star - 06/10/98)

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