TCR_Public/980622.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
     
      Monday, June 22, 1998, Vol. 2, No. 121

                  Headlines

AMERITANK: Judgment Drives KCK Firm Into Chapter 11
ANESTHESIA SOLUTIONS: Files Chapter 11 Petition
DAKOTA MINING: Subsidiaries File for Bankruptcy Protection
DIXONS US HOLDINGS: Bar Date Set for August 4, 1998
DOW CORNING: Breast implant settlement reported near                     

ELDER-BEERMAN: Plans Stock Offering                       
FPA MEDICAL: CEO Says Bankruptcy Remains Option
FPA MEDICAL: Ratings Lowered
FPA MEDICAL: Stops Paying Doctors
FINANCIAL WORLD: Magazine Shut Down

HARVARD INDUSTRIES: Seeks Nod For $10M Termination Pact
IPM:  Files for Chapter 11 Bankruptcy Protection  
LIBERTY HOUSE: Board Suit Moved To Bankruptcy Court
MAIDENFORM: Sues Sara Lee For Trademark Infringement
TEWKSBURY INDUSTRIES: NEMR Purchases Assets

OMNIS TECHNOLOGY: Does Not Expect to RePay $1 M Note
ONE-STOP WIRELESS: Seeks Extension of Exclusivity
ONEITA INDUSTRIES: Taps Carl Marx
PHILIPPINE AIRLINES: Seeks Protection From Creditors
SYSTEMS COMMUNICATIONS: Involuntary Petition Filed

TODAY'S MAN: Files Registration Statement
TOTAL-MULTIMEDIA: Announces Final Order             
VOXEL: Bankruptcy Prompted By Arbitration Award
WORLDCORP: Sends Letter to 7% Debenture Holders

DLS CAPITAL: Bond Pricing for Week of June 15, 1998


                  *********

AMERITANK: Judgment Drives KCK Firm Into Chapter 11
---------------------------------------------------
Ameritank Inc., a maker of truck-mounted fuel and propane
tanks formerly known as T.S.I. Holdings Inc., has filed for
Chapter 11 protection.  The Kansas City, Kan.-based company
listed assets of $24 million and liabilities of $30
million. The company employs about 240 workers at eight  
locations around the country, including two in KCK and one
in Kansas City.

The company's skeletal May 29 filing in U.S. Bankruptcy
Court in KCK did not  break down its liabilities into
secured and unsecured claims. Its largest secured creditor,
however, is Bank One Indiana, which is owed $11.14
million plus interest.

The bank has agreed to let Ameritank use funds securing its
loans to meet the company's day-to-day expenses. In
exchange, the bank has been granted a senior lien on
Ameritank's assets.

Ameritank's bankruptcy lawyer said the Chapter 11 filing
was triggered by a  $4 million court judgment last November
against the company and its previous owners, Melvyn Paul
and Phillip Hodes.

The judgment resulted from a breach-of-contract action
brought by local orthopedic surgeon Roger Hood and Lawrence
Jenkins, a former executive with Farmland Industries Inc.
and Food Barn Inc.  The two contracted several years ago to
buy what was then known as T.S.I. from Paul. They claimed
that Paul, in violation of the agreement, shopped  
T.S.I. around to Citibank and its venture capital arm,
Citicorp Venture Capital,resulting in the sale's collapse.

The company is now owned by Triacq Corp., which consists of
venture capitalists who include Kansas City investors Bart
Cohen and Pat Curran. The group acquired the company and
its subsidiaries in 1996 and renamed it Ameritank Inc.
(Kansas City Business Journal; 06/12/98)                


ANESTHESIA SOLUTIONS: Files Chapter 11 Petition
-----------------------------------------------             
EquiMed, Inc. (Nasdaq: EQMDE) announced today that its
wholly owned subsidiary, Anesthesia Solutions, Inc.  
has filled a voluntary petition for reorganization in U.S.
Bankruptcy Court, Harrisburg, PA.  The petition seeks
relief under Chapter 11 of the U.S. Bankruptcy Court.  The
proceeding does not otherwise apply to EquiMed, Inc. or to
any of its other assets.


DAKOTA MINING: Subsidiaries File for Bankruptcy Protection
----------------------------------------------------------
Dakota Mining Corporation Of Canada Filed SEC form 8K              
reporting that two of its subsidiaries, USMX of Alaska Inc.   
and USMX Inc., filed for protection under Chapter 11 of the
Bankruptcy Code in the United States Bankruptcy Court for
the District of Colorado on May 21, 1998. USMXAK is the
sole gold producing subsidiary of Dakota.  

The Company also reported that it was unsuccessful in
selling its assets, attracting a merger partner or securing
alternative financing.

Dakota and its subsidiaries are in default under terms of
agreements with their respective lenders.  However,
creditors, including lenders, have not taken any actions
against Dakota or its subsidiaries.  Among other things,
Dakota has an interest payment due to the holders of their
7.5% Convertible Subordinated Debentures on June 30, 1998
in the amount of $640,721 (Cdn.$929,795).  The Company does
not currently nor expects to have the funds adequate to
service this payment.

The Company was unable to fulfill its reporting
requirements to file, among other things, audited financial
statements for the period ending December 31, 1997.  As a
result, the Ontario Securities Commission filed a temporary
order and hearing to cease trading of the Company
securities on the Toronto Stock Exchange.  Dakota does not
intend to contest the Commission's order.  The result would
be a voluntary suspension of trading in the shares of the
Company until such time as the listing requirements can be
satisfied.

On May 29, 1998, the State of South Dakota obtained a
Temporary Restraining Order ("TRO") against a subsidiary of
Dakota, Brohm Mining Corp.  The TRO requires Brohm to
continue to operate water treatment systems at the Gilt
Edge mine in accordance with state mine permits. Pending a
court hearing scheduled for June 5, 1998, the Company
intends to comply with this order.


DIXONS US HOLDINGS: Bar Date Set for August 4, 1998
---------------------------------------------------
The debtors , Dixons US HOldings, Inc. and its affiliated
companies filed a notice of a Bar Date fixed by the court.

The deadline for filing proofs of claims agains Dixons US
Holdings Inc. and any of its affiliated companies is August
4, 1998.


DOW CORNING: Breast implant settlement reported near                     
-----------------------------------------------------
Duke University Law Professor Francis McGovern, the  court-
appointed mediator, says a settlement may be reached soon
in the dispute over how much Dow Corning Corp. should pay
women who claim the company's breast implants made them
sick.

Dow Corning has offered up to $3 billion to settle claims
from thousands of women as part of its 3-year-old effort to
emerge from Chapter 11 bankruptcy.  But attorneys for the
women are trying to win a better deal.

McGovern has been seeking a resolution since November. His
term as mediator is set to expire June 30.  Dow Corning
wants to pay breast implant litigants and other creditors
$4.4 billion over 16 years. Attorneys for the women are
seeking $3.8 billion over three years. (UPI: Health-
06/19/98)


ELDER-BEERMAN: Plans Stock Offering                       
-----------------------------------
Elder-Beerman Stores Corp., bouncing back after two  
years in bankruptcy reorganization, plans a $75 million
stock offering and will  buy a West Virginia-based
department store company.

Elder-Beerman said today that it will buy Stone & Thomas in
a $38 million deal that includes repaying Stone & Thomas
debt. Elder-Beerman, based in Dayton, said it will incur
one-time charges of at least $8 million because of  
the acquisition.

Stone & Thomas, a privately held retailer based in
Wheeling, W.Va., operates  21 stores in West Virginia,
Virginia, Ohio and Kentucky. The company had net  
sales of $121.5 million for its fiscal year ended Jan. 31.

The retailer will become a wholly owned subsidiary of
Elder-Beerman. The transaction is subject to regulatory
review and is to be done by July 31, Elder- Beerman said.

Elder-Beerman also said it intends to file a registration
statement with the Securities and Exchange Commission early
next week for a public offering of its common stock worth
up to $75 million. Proceeds will be used to repay debt
and  develop new stores and possible acquisitions of other
companies, Elder-Beerman  said. The company is to complete
the stock offering in August.

For fiscal 1997, Elder-Beerman had revenues of $607.9
million.


FPA MEDICAL: CEO Says Bankruptcy Remains Option
-----------------------------------------------
Dr. Stephen Dresnick, chief executive of FPA Medical
Management Inc. said that filing for bankruptcy remains a
possibility for the troubled manager of physician
practices. He said he did not think a bankruptcy would
occur.

Dresnick declined to comment on a rumor that the company is
considering the assumption of an additional $100 million in
debt that would be senior to its existing bank debt, which
totals more than $300 million. Taking on more debt is
another short-term option FPA is considering because
raising money through a stock sale would be very expensive,
given that the company's shares are trading below $2, down
from a high of nearly $40 last fall.

FPA provides health care to about 1.4 million patients
through a network of nearly 8,000 doctors. The company
typically receives payments from HMOs in exchange for
providing physician care to patients.  Earlier this week
the company was unable to make a $2.6 million payment due
to bondholders. FPA now has a 30-day grace period to make
the payment, failing which bondholders could demand
immediate payment of some $80 million due on its bonds.

At least some of the company's bondholders, meanwhile, are
offering their paper for sale at cut-rate prices. The
debentures for which FPA failed to make payment this week
are currently selling for 15 cents to 20 cents on the
dollar. The bank notes are for sale at under 70 cents on
the dollar.  Perhaps most worrisome is that FPA has only
enough cash to meet its needs until the end of the month.
As of March 31, the company had $12.4 million in cash, cash
equivalents and marketable securities.

FPA's bank debt was trading in the $60s, while the
convertible debentures were quoted as trading between $15
and $20. (San Diego Union Tribune - 06/18/98)


FPA MEDICAL: Ratings Lowered
----------------------------
Standard & Poor's CreditWire 6/17/98-- Standard & Poor's
today lowered its ratings on FPA Medical Management Inc. to
'D' and  withdrew its triple-'C'-plus corporate credit
rating on the company. All ratings were removed from
CreditWatch, where they were placed May 19, 1998.

These actions follow the company's failure to make a $2.6
million interest payment on its $75 million convertible
subordinated debentures.  The San Diego, Calif.-based
company is a leading physician practice management company
focusing on primary care and emergency department  
physicians.

The company has been unable to control operations in the
midst of a torrid acquisition program of largely
unprofitable physician groups. Additionally, FPA Medical
entered into several high-risk capitated contracts,
including several global capitated contracts where the
company assumed the entire cost of the medical care for its
beneficiaries, including costs outside the company's  
direct control. Many of these contracts contributed heavily
to the company's unprofitability.

As Standard & Poor's stated earlier, FPA Medical is
expected to be a user of cash until the fourth quarter 1998
at the earliest. If the company's severe liquidity problems
were not rectified promptly, it could lead to a default.
The company is continuing to discuss financial alternatives
with its creditors and other third parties, Standard &
Poor's said.


FPA MEDICAL: Stops Paying Doctors
---------------------------------
The Wall Street Journal reports on June 19, 1998 that in
parts of Claifornia, Nevada and Arizona FPA Medical
Management stopped paying some doctors.  Some doctors said
that payments stopped about two months ago.  In March, FPA
said it had just $12 million in cash. About $15 million in
claims are currently past due, of which roughly 20% has
been suspended because of disputes or missing data. On
Thursday, stock prices went down 27% to $1.1875.  The stock
was trading at about $11.50 in mid-May.


FINANCIAL WORLD: Magazine Shut Down
-----------------------------------
The New York City offices of Financial World magazine were
padlocked earlier this week by its landlord, Investment
Properties, which claims the magazine's owner, Barry Rupp,
owes $85,000 in back rent. The 96-year-old magazine had
halted its weekly publication schedule last November but
had managed to produce a limited-run edition in May,
according to Knight Ridder. (ABI - 19-June-98)


HARVARD INDUSTRIES: Seeks Nod For $10M Termination Pact
-------------------------------------------------------
Harvard's Doehler-Jarvis Toledo Inc. unit is seeking
approval of an agreement with Ford Motor Co. under which
Toledo will supply component parts through June 30 for $10
million and reject Ford's remaining purchase orders.  Under
the agreement, Toledo will also return by Sept. 15
all Ford-owned equipment and machinery used to manufacture
the parts and Ford will continue to purchase a certain
percentage of parts from Harvard's Doehler-Jarvis Pottstown
Inc. affiliate on the same terms governing Ford's current
purchase orders, except for price.  By entering into the
agreement, "Toledo will foster a spirit of cooperation with
Ford by providing Ford with the Component Parts during the
Transition Period necessary to supply Ford's assembly
lines," the auto parts manufacturer said. Federal Filings
Inc. 17-June-1998)


IPM:  Files for Chapter 11 Bankruptcy Protection  
------------------------------------------------
International Precious Metals Corporation announced today
that it has filed a voluntary petition for reorganization
under Chapter 11 of the Bankruptcy Code in the United
States Bankruptcy Court for Phoenix, Arizona.


LIBERTY HOUSE: Board Suit Moved To Bankruptcy Court
---------------------------------------------------
As the legal battle for control of Liberty House's board
rolls on, the U.S. District Court in Honolulu moved
the suit against the retailer's former directors that
touched off the control fight to the bankruptcy court in
that city.  Although the former board has sued the current
directors, installed by the company's banks, in district
court, Judge David Alan Ezra said "this does not change the
fact that this case is integrally related to Liberty
House's Chapter 11 bankruptcy which is currently
proceeding in Hawaii's Bankruptcy Court." (Federal Filings
Inc. 17-June-1998)


MAIDENFORM: Sues Sara Lee For Trademark Infringement
----------------------------------------------------
Maidenform Worldwide Inc. has sued Sara Lee Corp. for
trademark infringement of the Instant Slimmer product line
and is seeking to block the sale of certain similar
shapewear products by Sara Lee's Bali Foundations Inc.
unit.  "The loss or diminishment of revenues from sales of
Instant Slimmer products as a result of Bali's conduct will
have a substantial negative impact upon Maidenform's
present ability to reorganizesuccessfully," the complaint
charges. (Federal Filings Inc. 17-June-1998)


TEWKSBURY INDUSTRIES: NEMR Purchases Assets
-------------------------------------------
New England Metal Recycling, LLC ("NEMR"), a new scrap
metal recycler, announced that as part of a court approved
bankruptcy reorganization of Tewksbury Industries,
Inc., NEMR has purchased substantially all the assets of
Tewksbury.

Assets purchased include the auto shredders and other scrap
handling equipment previously operated by Tewksbury at its
Madbury, New Hampshire and Tewksbury, Massachusetts
facilities; and scrap handling equipment formerly  
operated by Tewksbury at its facilities in Salem,
Massachusetts and Portland, Maine.

NEMR has already begun operating the shredder facility in
Madbury, New Hampshire and is in the process of opening the
Tewksbury, Massachusetts facility as a scrap metal
recycling collection center.

Tewksbury, which began operations in 1968, filed for
Chapter 11 bankruptcy protection on July 18, 1997. As part
of the plan of reorganization, NEMR has  entered into
settlement agreements with the Massachusetts Department of  
Environmental Protection and the New Hampshire Department
of Environmental Services, to address and assume
specifically defined environmental site clean- up
obligations at the Tewksbury and Madbury facilities.

NEMR has also entered into a Marine Terminal Services
Agreement with Merrill Marine Terminal Services, Inc. to
obtain stevedoring and other dock services for NEMR at
Merrill's Portland, Maine deep draft marine terminal
facility.  NEMR is owned by affiliates of Hugo Neu
Corporation and Schnitzer Steel Industries, Inc., who also
own Prolerized New England Company ("PNE"), a scrap  
metal recycler based in Everett, Massachusetts.


OMNIS TECHNOLOGY: Does Not Expect to RePay $1M Note
----------------------------------------------------
In a form 8K filed with the SEC, Omnis Technology Corp. o f
Delaware reports that it does  not expect to repay a
certain note by June 30, 1998, and is negotiating an
extension to the maturity date. Pursuant to Note Purchase
Agreements dated October 14, 1997 and October 31, 1997, the
Company borrowed $1,000,000.00 from a significant
stockholder.  The maturity date for each of the Loans,
which originally was March 31, 1998, was extended to June
30, 1998. There can be no assurance that the Company will
be able to extend the maturity date of the Loans.The
Company currently is not able to pay-off the Loans in their
entirety, and if the maturity date is not extended, the
Company may be forced to file for bankruptcy.

The company also reports the appointment of two senior  
executives to spearhead a revitalized worldwide sales &
marketing campaign. Kevin J. Doyle was named Vice President
of Worldwide Marketing, and Larry A. Barcot as Vice
President of US Sales.

The company has agreed to sell up to 126,000 shares of
series A preferred stock, at a price of $.80 per share, to
a significant stockholder.  Each share of preferred stock
converts into 10 shares of common stock.  Concurrent with
the execution of this agreement, the Company sold the first
50,000 shares of series A preferred stock.  These proceeds
will  be used to fund the Company's operations designed to
achieve profitability and the expansion of its US based
sales & marketing programs.


ONE-STOP WIRELESS: Seeks Extension of Exclusivity
-------------------------------------------------
One-Stop Wireless of America, Inc. and its affiliate
debtors seek to extend the exclusive periods during which
the debtors may file a plan of reorganization and solicit
acceptances thereof through and including October 11, 1998
and December 10, 1998 respectively.    

The debtors state that this case is large and complex.  The
debtors have in excess of 275 creditors and $1.45 million
in liabilities.  There are over 4000 partners in the 53
parnerships operating the debtors' business.

The debtors have had preliminary discussions with C/Net:
Solutions, Inc. regarding the sale of their assets, and
that would form the basis for a plan.


ONEITA INDUSTRIES: Taps Carl Marx
---------------------------------
Oneita Industries , Inc. is seeking court approval for
retention of Carl Marks Consulting Group LLC . The
prepetition lenders have requested that the debtor seek the
retention of Carl Marks to identify problems,
opportunities, risk factors, detailed cash flow and capital
requirements; to analyze marketplace issues, perform a
general evaluation of management, perform a general
examination of financial systems, and analyze inventory and
prepare a report. Carl Marks' fee will be limited to the
sum of $35,000. A retainer of $20,000 will be paid upon
court approval of the application.


PHILIPPINE AIRLINES: Seeks Protection From Creditors
----------------------------------------------------
Philippine Airlines sought protection from creditors on
Friday and proposed a rehabilitation plan involving fleet  
reduction and asset sales to enable it to repay debt of 2.1
billion dollars.

Suffering from a two-week-old pilots' strike, the company's
ground crew filed a strike notice, a move which could
paralyze most traffic at Manila airport.

PAL "foresees the impossibility of paying its obligations
and liabilities as they fall due" on account of the Asian
financial crisis, "low passenger traffic and labor
disputes," the company said in a filing with the Securities
and  Exchange Commission.

"It anticipates, however, that it will be able to pay its
obligations if it is rehabilitated," the airline added as
it sought the appointment of a temporary receiver to
oversee its plan to return to profitability.

PAL said it had debts of 85.1 billion pesos (2.1 billion
dollars) which are offset with assets worth 90.6 billion
pesos. The filing showed 275.4 million dollars in short-
term debt was owed to at least nine banks and other
companies in the United States, Japan, Spain and  
France.  The foreign bank with the biggest exposure was
Chase Manhattan Bank with loans of 233.8 million dollars --
182.4 million dollars of which were unsecured.
Among the big banks with exposures are Credit Lyonnais,
Hongkong and Shanghai Banking Corp., and Banque Nationale
de Paris.

A foreign banker involved in the rescheduling talks
confirmed that "a major portion" of PAL's debt was linked
to PAL's four-billion-dollar refleeting program begun in
1996.  PAL announced earlier this week that it was firing
5,000 ground crew and cabin attendants representing 37
percent of its total work force.  It also fired some 625
pilots who went on strike on June 5 in protest at a  
cost-cutting early retirement plan, and said it would
reduce its fleet size to 14 from 54 planes and cut
operations by about 80 percent.

PAL posted a record net loss of 8.08 billion pesos in its
last fiscal year to March, and said losses from the pilots'
strike totalled two billion pesos as of Monday.  The
company is interviewing pilots from Indonesia's bankrupt
Sempati Air and other carriers as possible replacements for
the PAL pilots. (Agence France-Presse; 06/19/98)


SYSTEMS COMMUNICATIONS: Involuntary Petition Filed
--------------------------------------------------
Systems Communications, Inc. Of Florida filed form 8K with
the SEC reporting that on June 8, 1998 an involuntary
Petition was filed on June 1, 1998 against the Company in
the United States Bankruptcy Court for the Middle District
of  Florida under Chapter 7 of the Bankruptcy Act
by  certain petitioners.

The Company plans to file a motion to dismiss the
Petition on the grounds that it does not have any
outstanding obligation to five of the six Petitioners and
contests its obligation to the sixth Petitioner.

Subsequent to the filing of the Company's Annual Report on
Form 10-K for the year ended December 31, 1997, the Company
revised the description of the Company and its business.
(States SEC-06/18/98)


TODAY'S MAN: Files Registration Statement
-----------------------------------------
Today's Man, Inc. (Nasdaq: TMAN; TMANW) filed a
Registration Statement with the Securities and Exchange  
Commission to register for resale shares of Common Stock
and Warrants that were issued in conjunction with its
emergence from bankruptcy protection to the Equity
Investment Group led by Chairman, President and CEO David
Feld.  The filing involves 5,315,288 shares of Today's Man
Common Stock and 2,445,985 Common Stock Purchase Warrants
(plus an additional 2,445,985 shares of Common  
Stock which may be issued upon exercise of the Warrants).  
Over 75% of the shares and warrants covered by the filing
are held by David Feld, members of the Today's Man Board of
Directors and key Company executives.  

None of the affected shareholders have advised Today's Man
of any specific plans for the distribution of the Common
Stock or Warrants. A Registration Statement relating to the
Common Stock and Warrants has been filed with the
Securities and Exchange Commission but has not yet become  
effective.  The Common Stock and Warrants offered by the
selling shareholders may not be sold nor may offers to buy
be accepted prior to the time the Registration Statement
becomes effective.  This announcement shall not  
constitute an offer to sell or the solicitation of an offer
to buy nor shall there be any sale of the Common Stock and
Warrants in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of
any such jurisdiction.


TOTAL-MULTIMEDIA: Announces Final Order             
---------------------------------------
Total Multimedia Inc.(TMM)(OTC BB:TMMI) announced that it
has received a final order closing the company's successful
Chapter 11 reorganization proceedings.


VOXEL: Bankruptcy Prompted By Arbitration Award
-----------------------------------------------
VOXEL of California reports that its bankruptcy filing was
precipitated by a recent arbitration award of $1.9 million
in favor of General Scanning, Inc., and by the subsequent
failure of the parties to reach an agreement as to a
payment schedule.  Voxel intends to operate under
the protection afforded by the Bankruptcy Code so that it
may complete the development of the Voxcam(R) imager
unhampered by continuing collection efforts  by GSI.


WORLDCORP: Sends Letter to 7% Debenture Holders
-----------------------------------------------   
WorldCorp, Inc. (NYSE: WOA) said that it has sent the
following letter to holders of its 7% Convertible  
Debentures due 2004.

"I am writing to you to describe WorldCorp's plans for
addressing the interest payment default which occurred on
May 15, 1998 in connection with the 7% Convertible
Debentures due 2004.

"As you are undoubtedly aware, WorldCorp did not make the
interest payment due on May 15, 1998.  In recent times
WorldCorp has been selling its holdings in its two
operating subsidiaries, World Airways, Inc., and
InteliData, to raise funds with which to meet its
obligations.  At the current prices of the stock of those
two subsidiaries, WorldCorp would have exhausted its
remaining assets well before it had paid off its
obligations if it continued following that course.

"In light of these facts, the Board of Directors of
WorldCorp determined to take steps to utilize its assets to
try to acquire profitable businesses. As previously
announced, WorldCorp entered into a transaction with Paper  
Acquisition Corp. in April of this year.  This transaction
brought into WorldCorp, through a subsidiary, a profitable
business operation which we believe will benefit WorldCorp,
its bondholders and its shareholders.  And just last week
Paper Acquisition announced the signing of two letters of
intent for  two additional acquisitions, subject to
completion of due diligence and financing.

"We understand that the failure of WorldCorp to make the
most recent interest payment is of great concern to you.  
We know that we will need to restructure the terms of the
7% Convertible Debentures since WorldCorp does not
currently have cash available to make interest payments.  
We have retained experienced legal counsel and are in the
process of retaining a financial advisor.  We then plan to
meet with various of the debentureholders to discuss  
what sort of restructuring would be feasible for WorldCorp
and acceptable to the debentureholders.

"We have to acknowledge in all candor that a group of the
debentureholders could seek to force the Company into
bankruptcy.  We believe that such a course would be ill-
advised for all those involved with the Company.
Bankruptcy does not create funds with which to pay
creditors.  It is very expensive and time- consuming.  It
will almost certainly hurt relationships with vendors,
customers and the potential business of our subsidiaries,
which will hurt WorldCorp.

"For these reasons we urge you to work with us, as we want
to work with you, to reach a consensual agreement on
restructuring your debentures.  We are committed to address
the terms of such a restructuring with debentureholders  
within the next few weeks.  We urge you to give us the
opportunity to do so."

The letter was signed by: Patrick F. Graham, President and
Chief Executive officer.


DLS CAPITAL: Bond Pricing for Week of June 15, 1998
---------------------------------------------------
DLS Capital Partners, Inc., bond pricing for week of June
15, 1998

Following are indicated prices for selected issues:

Amer Telecasting  0/14 1/2 '04                24 - 26
Asia Pulp & Paper 11 3/4 '05                  90 - 91
APS 11 7/8 '06                                10 - 14 (f)
Boston Chicken 7 3/4 '04                      18 - 20
Brazos 10 1/2 '07                             65 - 68
Brunos 10 1/2 '05                             14 - 17 (f)
CAI Wireless 12 1/4 '02                       21 - 23
Cityscape 12 3/4 '04                          40 - 42 (f)
E&S Holdings 10 3/8 '06                       74 - 75
Grand Union 12 '04                            57 - 58 (f)
Greate Bay 10 7/8 '04                         86 - 87 (f)
Harrah's Jazz 14 1/4 '01                      30 - 32 (f)
Hechinger 9.45 '12                            73 - 75
Levitz 9 5/8 '03                              51 - 53 (f)
Liggett 11 1/2 '99                            67 - 70
Mobilemedia 9 3/8 '07                         25 - 28 (f)
Penn Traffic 9 5/8 '04                        36 - 37
Royal Oak 11  '06                             86 - 88
Service Merchandise 9 '04                     77 - 78
Trump Castle 11 3/4 '03                       92 - 93
Zenith 6 1/4 '11                              32 - 34 (f)

                      
                  *********

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.

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