TCR_Public/980804.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, August 4, 1998, Vol. 2, No. 151
                    
                  Headlines

ACT NETWORKS: To Cut Staff By 25%
BRADLEES: Sues PeopleSoft For Failure To Provide Software
BRUNO'S: Seeks Court Authority to Sell Parcel in Georgia
COLUMBIA/HCA: Reports Sharply Lower 2nd Quarter Earnings
CROWN BOOKS: Deal With Ingram Would End Litigation

CROWN BOOKS: To Exit Seattle, Dallas, Houston and Phila.
ENTERGY CORP: To Sell Power Distribution Firms
FPA MEDICAL: Employees Hit with Bank Account Withdrawals
FPA: Large Pay Hikes for Executives 5 Days Before Filing
FULCRUM DIRECT: Files For Chapter 11 In Delaware

GAYLORD COMPANIES: Order Confirms Plan
HOMEPLACE STORES: Settlement Agreement With IBM
JAYHAWK ACCEPTANCE: Net Loss of $272,000 for Quarter
LIBERTY HOUSE: Order Authorizes Counsel
MEDNET: Disclosure Statement Conditionally Approved

MILFORD RESOLUTION: Seeks To Terminate Employee Savings Plan
MOBILEMEDIA: Court Extends Exclusivity To August 14
NAL FINANCIAL: Disclosure Statement for Debtor's Plan
PEGASUS GOLD: Applies to Retain Special Counsel
SCOOP INC: Files Chapter 11 to Sell News Service Operations

THE SCORE BOARD: Seeks Approval of Asset Purchase
THREE D: Resorts to Bankruptcy
TIE/COMMUNICATIONS: Applies to Employ Special Counsel
VITALE ENTERPRISES: Order Extends Co-Exclusive Periods
WESTMORELAND COAL: Panel Sees $79.5M For Equity Holders

Meetings, Conferences and Seminars

               *********

ACT NETWORKS: To Cut Staff By 25%
---------------------------------
ACT Networks Inc. announced Wednesday it will lay off one-
fourth of its 265 employees as part of a strategy to focus
on its core products for voice and data transmission over
telecommunications networks.

The Camarillo-based company, in an announcement after the
stock market closed, said it will eliminate or sell less
promising product lines, reorganize its structure and cut
annual costs by more than $8 million.

The moves come a month after company founder Martin Shum
stepped down as president and chief executive officer, and
was replaced by veteran ACT marketing executive Andre de
Fusco.

ACT made the disclosures as part of reporting a loss of
$13.1 million, or $1.43 a diluted share, for its fourth
quarter ended June 30 compared with profits of $113,000 in
the year-ago period as sales edged up to $13.6 million  
from $13.4 million.

The results are likely to knock down shares of ACT, which
closed off 18.75 cents at $7.0625 on Wednesday, since the
consensus analyst forecast was for a loss of 2 cents a
share.

ACT blamed the loss on slower-than-expected sales;
unspecified restructuring costs and reserves for bad debt
and slow-moving inventories; and $7 million in  charges to
revalue assets and write down inventory values.

During a conference call, de Fusco also said the downbeat
results stemmed from competition from new entrants to the $4
billion networking-equipment market, the Asian economic
crisis and ACT's problems in integrating acquired
technologies into its operations.

ACT also said it will take additional charges of $2 million
to $3 million in fiscal 1999 to cover costs of completing
the restructuring. Its balance sheet shows $80.9 million in
assets and $8.3 million in liabilities as of June 30.

ACT was founded in 1987 and went public in 1995 at $13 a
share and soared past $36 in late 1996 before declining last
year to the $7 to $15 range. (Los Angeles Daily News -
07/30/98)


BRADLEES: Sues PeopleSoft For Failure To Provide Software
---------------------------------------------------------
Retailer Bradlees Inc. filed a complaint against  
software manufacturer PeopleSoft for a 1994 failure to
provide promised financial software as promised, according
to a Bloomberg report. Bradlees claims California-based
PeopleSoft knew as early as Oct. 1993 that its program  
was not compatible with the Sybase operating system the firm
used, but never told the firm there was a problem. Bradlees
says it was spinning off from Stop & Shop at the time and
had to stop using the Stop & Shop mainframes and believed
assurances from PeopleSoft that there would be not problem.


BRUNO'S: Seeks Court Authority to Sell Parcel in Georgia
--------------------------------------------------------
PWS Holding Corporation and Bruno's Inc., et al., debtors,
seek to sell 11.98 acres of undeveloped land in Tucker
Georgia.  Originally, the debtors intended to build a
supermarket on the Tucker Parcel.  Subsequent to acquiring
the property, however, the debtors determined that the
community surrounding the parcel did not provide a
sufficient customer base to support the profitable operation
of one of the debtors' supermarket.

Jacoby Development Inc. offered to purchase the Tucker
Parcel in its entirety; and he parties agreed upon a $1.35
million purchase price.  This offer constitutes the best and
only offer for the entire parcel.  The debtors agreed to pay
a fee equal to 5% of the purchase price to be shared equally
between CB Commercial and the buyer's Broker, JDI, Inc, the
buyer's broker.

The debtors request that the sale transaction be approved by
the court.


COLUMBIA/HCA: Reports Sharply Lower 2nd Quarter Earnings
--------------------------------------------------------
Columbia/HCA Healthcare Corp. reported sharply lower second-
quarter earnings Wednesday as it continued its
reorganization amid a federal fraud investigation.

In an effort to bolster Columbia's stock, which has lost
about 64 percent of its value in the last 18 months, company
officials announced they would purchase up to $1 billion
worth of common stock, roughly 5 percent of Columbia's
total.

For the quarter ended June 30, the nation's largest health
care company reported earnings of $78 million, or 12 cents
per diluted share, on revenues of $4.78 billion. A year ago,
the company earned $412 million, or 62 cents per diluted
share, on $4.85 billion in revenues.

Dr. Thomas Frist Jr., who took over as chairman and chief
executive one year ago, expressed satisfaction with the
results. He said the company has undergone a dramatic shift
as it focuses on "patients first" instead of corporate
growth. (Tulsa World; 07/30/98)


CROWN BOOKS: Deal With Ingram Would End Litigation
--------------------------------------------------
Crown Books Corp. is asking the court to sign off on a deal
with Ingram Book Co. that would give Ingram junior
superpriority administrative status and terminate its
litigation against Crown.  The retailer  would return
prepetition inventory to Ingram for credit.  Ingram, which
has a $12.7 million unsecured claim, would then resume its
role as primary supplier to Crown.  "[E]ffectively, Crown
will receive dollar-for-dollar post-petition credit for all
returns (subject to certain standard reductions)." (Federal
Filings Inc. 03-Aug-98)


CROWN BOOKS: To Exit Seattle, Dallas, Houston and Phila.
--------------------------------------------------------
According to an article in News Tribune Tacoma, on August 1,
1998, Crown Books soon will close most if not all of its 12
Puget Sound area stores as it tries to reorganize in
bankruptcy court.

Steve Pate, Crown's vice president of operations in
Landover, Md., said the company decided to abandon Seattle,
Dallas, Houston and Philadelphia as part of a plan to close
79 of 171 stores.

The national cutback will result in 1,250 employees losing
their jobs.  "We're pruning back the unprofitable stores and
markets so we can have a solid base," Pate said.

Since seeking bankruptcy court protection, the company also
has announced that several unidentified investors have
expressed interest in buying the company.

"Crown had $300 million in sales last year, and it lost $50
million," Pate said. "We're jettisoning our debt, or at
least trying to mitigate it, as we try to recover."

Pate played down the degree to which competitors Barnes &
Noble and Borders Books & Music had cut into Crown's sales.
Bloomberg Business News and the Washington Post contributed
to this report.


ENTERGY CORP: To Sell Power Distribution Firms
----------------------------------------------
New Orleans-based utility Entergy Corp. announced it would
sell British and Australian power distribution firms and  
other companies to focus on its core businesses in a bid to
revitalize the troubled electricity company.

It also cut its dividend as part of a series of initial
steps taken by the utility's new management, which took over
in May following the sudden resignation of its longtime
chief executive Edwin Lupberger who came under pressure from
investors and dismissed some of the company's top
executives.

Entergy said it cut the annual dividend to $1.20 per share
from $1.80, effective Sept. 1, to shareholders of record on
Aug. 12. As part of the new policy, the company plans to
target a payout of 50 to 60 percent of earnings compared
with a previous policy of about 90 percent.

Assets to be sold over the next 18 months include
international distribution operations London Electricity of
Britain and CitiPower in Australia, a security monitoring
business that operates in the southeast United  States, some
telecommunications interests and a small energy management  
company, the company said in a news release, which added
that the firm is the fourth largest electrical power
generator in the United States.

Entergy said it expects to generate $4 billion in proceeds
from the sales. Some 70 percent of the proceeds will be used
to reduce the company's $10 billion in debt and the rest
will be used for growth investments.

Meanwhile, the company plans to focus on core areas of
international power generation, nuclear operations, and
power trading and marketing.

The company has been one of the industry's poorest-
performing stocks in recent months, hit by a series of
disappointing earnings reports and concerns  
about its ability to compete in a deregulated era.
Shares of Entergy closed Friday on the New York Stock
Exchange at $27.375, up 37.5 cents.

Entergy has retained Morgan Stanley Dean Witter for overall
strategic advice and in the sale of London Electricity;
Warburg Dillon Read in the sale of CitPower, Lehman Brothers
in the sale of Entergy Security; and Texas investment bank
Simmons & Co. International in the sale of management
company Entergy Integrated Solutions.

The plan includes $200 million in cost reductions over the
next 18 months after customer service investment.  The
company also said president and chief operating officer
Wayne Leonard, who joined the company in March, will now be
responsible for international operations, as well as the
domestic business.

Entergy last month dropped plans to enter a power generation
joint venture with Italy's state-owned electric utility ENEL
Spa. (New York News Reuters:Financial-08/03/98)


FPA MEDICAL: Employees Hit with Bank Account Withdrawals
--------------------------------------------------------
Many FPA Medical Management employees are angry that they
were denied some of their wages and vacation pay -- while
top company officials are in line for bonuses -- but  
they're also angry over what they see as FPA's manipulation
of their personal bank accounts.

The employees, many of whom are nurses, had earlier
authorized direct deposit of their paychecks into their bank
accounts. Many were relieved to find that FPA had paid them
for all wages and vacation time -- but then were outraged to  
discover later that the deposits were withdrawn from their
accounts.

A spokeswoman for FPA said the company declined all comment
on the employee complaints.

A spokesman for Wells Fargo said banks have the right to
make such withdrawals under direct deposit regulations in
three circumstances: if an error has been made, if there is
fraud involved or if there are insufficient funds to cover  
the deposit.

FPA also declined to comment on its policy regarding phone
lines that nurses had installed in their homes at their
employers' request and expense, and that are now owed
hundreds of dollars in phone bills. (San Diego Union Tribune
-07/30/98)


FPA: Large Pay Hikes for Executives 5 Days Before Filing
--------------------------------------------------------
FPA Medical Management Inc.'s top three executives were
treated to pay hikes of from $50,000 to $350,000, days
before the company filed for bankruptcy, according to a
court document.

The document indicates that chief executive officer Dr.
Stephen Dresnick's salary was raised to $850,000, up from
$500,000, and that both Jack Greenman, executive vice
president, and James Lebovitz, general counsel, received
raises of $50,000, bringing their salaries to $395,000. The
managed-care company's board of directors approved the pay
hikes July 14.

The pay raises were in addition to a previously reported
bonus program, which could bring Dresnick an additional
bonus of $1.1 million, and each of the executive vice
presidents an additional $296,000, if they stay with the
company through the filing of a reorganization plan.
Dresnick defended the board's decision to grant the raises.

"All three people were given new jobs, new sets of
responsibilities," he said, arguing that it was only fair
that the three men receive salaries "commensurate
with their positions."

Dresnick also defended FPA's planned bonus program.

"The payments are only due if we emerge successfully from
the bankruptcy,"he  said. "If management is successful in
holding everything together and of bringing it out of
bankruptcy, the board felt there should be an appropriate  
bonus."

Known as a physician practice management company, FPA
typically receives fixed payments from large HMOs in
exchange for providing all medical services to plan
members.

In its bankruptcy court filing, FPA said the raises were
needed to retain its employees, because of increased
responsibilities, and because FPA's salaries were found to
be below the industry median. (San Diego Union Tribune -
08/01/98)


FULCRUM DIRECT: Files For Chapter 11 In Delaware
------------------------------------------------
Fulcrum Direct Inc. and two affiliates, Fulcrum West LLC and
Equipment Bond Purchaser Inc., filed for chapter 11 on July
30 in Wilmington, Del. Rio Rancho, N.M.-based Fulcrum is a
children's apparel catalog company, which purchased the
Playclothes line from Walt Disney Co. in December 1996.
Fulcrum's brands also include After the Stork, Little Feet,
SunSkins, Just for Kids, and Zoe. The direct marketer has
hired Richard Sebastiao of crisis management firm RAS
Management Advisors Inc. as chief restructuring officer.


GAYLORD COMPANIES: Order Confirms Plan
--------------------------------------
On July 10, 1998, Judge Charles M. Caldwell, entered an
order confirming the amended plan of reorganization filed
by Gaylord Companies Inc., and The Cookstores.  


HOMEPLACE STORES: Settlement Agreement With IBM
-----------------------------------------------
The debtors, Homeplace Stores, Inc., Homeplace Stores Two,
Inc., Homeplace Management, Inc. and Homeplace Holdings,
Inc. are seeking court approval of a settlement agreement
between HomePlace Holdings, Inc. and IBM Credit Corporation.

Holdings and IBM are parties to a Term Lease Master
Agreement dated August 24, 1995 pursuant to which Holdings
is using computer, point of sale and related equipment.  
Pursuant to the agreement, the debtor will pay IBM $344,901,
representing one half o of the outstanding lease payments
due as adequate protection, and for the period March 6, 1998
through June 30, 1998, Holdings shall pay IBM $1,796,262.


JAYHAWK ACCEPTANCE: Net Loss of $272,000 for Quarter
----------------------------------------------------
Jayhawk Acceptance Corporation reported a net loss of
$272,000, or $0.01 per share, for the three months ended
June 30, 1998, compared to a net loss of $17,183,000 or
$0.72 per  share for the same quarter in 1997.  Revenues for
the second quarter of 1998 were $4,342,000, versus
$10,752,000 for the same period in 1997. Operating  
expenses decreased from $27,073,000 during the second
quarter of 1997 to $4,614,000 for the same period in 1998.  
Net income for the six months ended June 30, 1998 was
$44,000 or $0.00 per share compared to a net loss of  
($23,002,000), or ($0.96) per share for the same period in
1997.  Revenues for the six-month period were $9,787,000,
compared to $24,803,000 for the same period in 1997.  The
Company's Plan of Reorganization was confirmed by the  
Bankruptcy Court effective October 21, 1997, and since that
date the Company has operated in accordance with the Plan.

Results of operations for the second quarter of 1998 include
$1,593,000  ($1,945,000 in the second quarter of 1997) of
revenue and $2,101,000  ($3,000,000 in the second quarter of
1997) of expenses related to the elective healthcare
financing program offered by the Company's subsidiary,
Jayhawk Medical Acceptance Corporation.


LIBERTY HOUSE: Order Authorizes Counsel
---------------------------------------
Judge Lloyd King entered an order on June 26, 1998 approving
the application of the debtor, Liberty House, Inc. to employ
Gerson, Grekin & Wynhoff as corporate and real estate
counsel as its corporate and real estate counsel.

Judge Lloyd King also approved the application of the
debtor, Liberty House, Inc., to employ Patrick H. Jones and
other partners, associates and attorneys of counsel of Marr
Jones & Pepper as its attorneys.

Judge Lloyd King entered an order also authorizing the
debtor to employ Case Bigelow & Lombardi as local
reorganization counsel.


MEDNET: Disclosure Statement Conditionally Approved
---------------------------------------------------
The Disclosure Statement of Mednet, MPC Corporation, Medi-
Mail, Inc and Medi-Phar, Inc., debtors has been
conditionally approved for the purpose of soliciting votes
to accept or reject the plan.  A hearing will be held on the
12th day of August before Judge Linda B. Riegle, to consider
the entry of an order:

a)Approving the debtors' Disclosure Statement and

b)Confirming the plan.

August 5, 1998 is hereby fixed as the last day by which
objections, if any, to the approval of the Disclosure
Statement and the confirmation of the Plan shall be filed
with the court.


MERCURY FINANCE: Trustee Appoints Creditor Panel
-----------------------------------------------
The U.S. Trustee has appointed an official committee Mercury
Finance Co.'s unsecured creditors: Franklin Mutual Advisors;
Principal Life Insurance Co.; Nomura Holdings America Inc.;
Oaktree Capital Management; and Cerberus Partners L.P. The
committee has retained Jones Day Reavis & Pogue and Cleary
Gottlieb Steen & Hamilton as co-counsel. ( The Daily
Bankruptcy Review Copyright c August 3, 1998; ABI 03-Aug-98)


MILFORD RESOLUTION: Seeks To Terminate Employee Savings Plan
-------------------------------------------------------
Milford Resolution, Inc. (f/k/a Strawberries, Inc.) and
Strawberries Holding Inc. filed a motion for an order
authorizing the debtors to terminate The Strawberries Inc.
employee savings plan.

In view of the consummation of the Record Town sale in
October 1997, and the fact that Strawberries no longer has
any business operations and few remaining employees, the
employee savings plan is no longer a necessary or meaningful
component of the debtors' affairs or bankruptcy estates.  So
long as the plan remains in effect, it will continue to
incur expenses to Benefits Services, Inc., the company that
maintains the records concerning the plan and the Trustee
for ongoing administration.

As part of their ongoing wind up, the debtors seek
authorization to terminate the plan.


MOBILEMEDIA: Court Extends Exclusivity To August 14
---------------------------------------------------
MobileMedia Corp. received an extension of its exclusive
period for soliciting reorganization plan acceptances to
Aug. 14.  The U.S. Bankruptcy Court in Wilmington Del.,
entered a bridge order extending exclusivity and scheduled
an Aug. 14 hearing to evaluate the paging company's request
for a further extension. (Federal Filings Inc. 03-Aug-98)


NAL FINANCIAL: Disclosure Statement for Debtor's Plan
-----------------------------------------------------
The debtors, NAL Financial Group, Inc., NAL Acceptance
Corporation, NAL Insurance Services, Inc., NAL Mortgage
Corporation, Performance Cars of South Florida, Inc.,
Special Finance, Inc. and Autorics, Inc., debtors recommend
the plan of reorganization to all creditors for acceptance.

The treatment of creditor claims under the plan is divided
into classes as follows:

Class 1 - Allowed Claims entitled to priority; currently
estimated at $900,000. Priority Tax Claims are estimated at
$298,351.

Class 2 - Allowed Secured Claim of Conseco not to exceed
$11,349,700 in principal and interest as of the petition
date. $2,773,395 shall be paid on the Effective Date, and
thereafter Conseco shall accrue interest on a monthly basis
for a period of five year.

Class 3 - Allowed Secured Claim of Greenwich Capital
Markets, Inc. and Greenwich Capital Financial Products, Inc.
This claims shall be satisfied in full when the Greenwich
Portfolio is transferred to the Trust promptly after the
Effective date pursuant to the Securitization, at which time
Senior bonds shall be issued by the Trust to Greenwich on a
non-recourse basis to the Reorganized Debtors, which was
owed $42,782,232 as of June 1, 1998.

Class 4 - Allowed Claims of Greenwich and Conseco with
respect to costs for which they are being reimbursed
pursuant to the Greenwich Term Sheet - $220,000 and $250,000
respectively.  These claims shall be satisfied by the
issuance of Junior Securities by the Trust at the time that
the Greenwich Portfolio is transferred the Trust pursuant to
the Securitization with such Junior securities to receive
payment from the he cash flow of the Securitization after
the payment of servicing fees and expenses and payment to
the Senior Bonds with respect to the class 3 Claim.

Class 5 - Allowed Claims of general unsecured creditors
other than Conseco - Holders shall be paid, pro rata, a lump
sum payment in the amount of $2,030,000.  Thereafter, pro
rata, an amount equal to 25% of the residual from the
Securitization if realized.  The total amount of allowed
general unsecured claims is estimated at $5.2 million. and
the initial distribution will produce a dividend of 42%.

Class 6 - Allowed Claim of Conseco represented by the Public
Debentures not converted to NAL's common stock as of the
petition date in the principal amount of $12,109,080.

Class 7 - Allowed Interests represented by outstanding
cumulative preferred stock of NALF

Class 8 - Claims of the Class action Plaintiffs

Class 9 - Allowed Interests represented by the outstanding
common stock of NALF. Interest shall be deemed canceled and
extinguished on the Effective Date.

Allowed Priority Tax Claims and Classes 2,3,4,5,6,7,8 and 9
of Claims and Interests are impaired.


PEGASUS GOLD: Applies to Retain Special Counsel
-----------------------------------------------
The debtor, Pegasus Gold Corporation, and related entities
applies to retain and employ Cadwalader, Wickersham & Taft
as special counsel to assist the debtor with legal matters
particularly relating to the treatment of environmental
issues and claims in bankruptcy proceedings.


SCOOP INC: Files Chapter 11 to Sell News Service Operations
-----------------------------------------------------------
Scoop Inc. announced that it filed for bankruptcy protection
on Friday as part of its plan to sell the majority of the
company's Internet news services operations, despite
objections from some investors, according to The Los
Angeles Times. The Santa Ana, Calif., company listed about
$950,000 in assets and $1.4 million in liabilities. Court
documents indicate that the company recently signed an
agreement to sell Scoop Media Services division, its largest
asset, to a Laguna Hills, Calif., company. In July, Nasdaq
dropped Scoop from its market, which the company said
killed a deal for it acquire an educational software
company. This, as a result, put the company's future "in
substantial doubt," officials said. The sale of the
news division is expected to raise enough money to repay
about 80 percent of Scoop's debt.


THE SCORE BOARD: Seeks Approval of Asset Purchase
-------------------------------------------------
The Score Board, Inc., and The Score Board Holding
Corporation, debtors seek approval of break-up fee and
bidding procedures and authority to sell property.

After extensive negotiations with potential purchasers, the
debtors reached an agreement with Donen, Webb, Kaplan,
Harrison, L.L.C., a California limited liability company
whereby the debtors have agreed to sell substantially all of
their assets on an "as is, where is" basis.  DWKH has agreed
to purchase the assets for $2,050,000.

DWKH has requested a break-up fee in the amount of $75,000
and an initial over-bid requirement of $100,000.

Although the debtors have not yet filed a plan of
reorganization, they hope to file a liquidating plan shortly
after consummation of the proposed sale.  The debtors submit
that a compelling reason for permitting the sale to DKWH to
occur prior to confirmation of a plan is that the debtors
lack funds to operate their business with current revenues.  
Congress, which has supported the debtors in their attempts
to wind down its business, has indicated its reluctance to
continue funding the debtors' $50,000 weekly operations. In
such event, the debtors would be forced to convert this case
to a Chapter 7, and the value of the assets would diminish
significantly.


THREE D: Resorts to Bankruptcy
------------------------------
Late Thursday, the Three D retailing chain announced that it
was filing for a bankruptcy  reorganization. This follows a
string of recent filings with the Securities and Exchange
Commission that portrayed a company in severe financial
straits.  Suppliers and bankers balked at extending more  
credit.

"Chapter 11 is a last resort to preserve your business,"
said CEO Donald Abrams. "We tried every other alternative,
and when none proved effective, we chose the only remedy
that would preserve our business."

To the shopping public, it should be business as usual,
Abrams said. In fact, stores should be better stocked than
in recent months.   The bankruptcy comes as Three D finds  
itself in an awkward strategic position: squeezed between
huge discount chains  and bigger specialty stores. And the
home-furnishing category hasn't been solid for most
retailers for a decade or more.

As a result, finances were ugly. From fiscal 1993 through
fiscal 1997, a  five-year losing streak, Three D lost a
combined $4.5 million. In the first nine months of fiscal
1998, Three D lost $1.8 million.

Sales look equally poor, down 7.7 percent from 1996 to 1997
and off 8.3 percent for three quarters of fiscal 1998.

And the stock, tossed from the American Stock Exchange last
year, last traded two weeks ago at 48 cents - down from
$3.25 in 1995.

In 1990, Three D altered its linens-only format by adding
housewares and accessories such as silk flowers,  
vases and picture frames. While these new goods are about
one-third of sales today, the company's targeting of an
upper-income, "discriminating customer" may have been
misplaced in an era where value-pricing rules.

Three D basically ran out of financial flexibility. As of
May 2, it had just $200,000 in cash. Earlier this year, it
was forced to use $2 million cash to pay debts as creditors
got squeamish.

Three D admitted in SEC filings that starting in February it
got fewer merchandise shipments "due to a tightening of bank
and trade credit." In April, Three D told trade creditors
that it expected a summertime downturn in its  business and
requested that demands for payment of debts be put on hold
for  three months.

Three D promised to find alternative financing, but the July
15 deadline passed without resolution. Until Thursday, that
is.  The filing, which CEO Abrams says has the support of
suppliers, should give  Three D $10 million in fresh
financing.(Orange County Register - 07/31/98)


TIE/COMMUNICATIONS: Applies to Employ Special Counsel
-----------------------------------------------------
Tie/Communications, inc., debtor applies to employ the law
firm of Snell & Wilmer as special corporate and trust and
ERISA counsel.  Snell & Wilmer will advise the debtor with
respect to the sale of the estate's assets to a third party,
including but not limited to review, negotiation and
prepraration of the definitive agreement for the sale of
assets, review of due diligence documents, and employee
compliance documents.

Hourly rates for attorneys of the firm who will be working
on this case range from $350 per hour to $250 per hour.


VITALE ENTERPRISES: Order Extends Co-Exclusive Periods
------------------------------------------------------
Judge William F. Tuohey entered an order granting the
debtors and the Creditors' Committee co-exclusivity with
respect to the filing of a plan of reorganization for the
debtors through and including August 31, 1998 and the
solicitation of acceptances thereto through and including
October 31, 1998.


WESTMORELAND COAL: Panel Sees $79.5M For Equity Holders
-------------------------------------------------------
In its bid to convert Westmoreland Coal Co.'s Chapter 11
case to a Chapter 7 liquidation, the equity security
holders' committee reasoned that a dividend of at least
$79.5 million for equity holders is realistic.  The panel
asserted that "uncontrovertible" recent factual events
"establish that all prior liquidation analyses significantly
understate the value of the Debtors' assets and
substantially overstate the allowable claims that would be
payable on a liquidation."  
Westmoreland's restructuring of the Rensselaer Cogeneration
Project and the recent ruling by the Tenth Circuit Court of
Appeals in the Sunnyside Coal Co. case were the factors on
which the committee based its assertion. (Federal Filings
Inc. 03-Aug-98)


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

August 25-27, 1998
   NEW YORK UNIVERSITY SCHOOL OF LAW
      NYU Workshop opn Bankruptcy and
      Business Reorganizations XXIV
         NYU School of Law, New York, New York
            Contact: 1-212-998-6415

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
  
September 17-20, 1998
   COMMERCIAL LAW LEAGUE OF AMERICA
      Midwest Mid-Year Meeting
         Oak Brook Hills Resort & Hotel
         Oak Brook, Illinois
            Contact: 1-616-372-6500

September 21-23, 1998
   STATES' ASSOCIATION OF BANKRUPTCY ATTORNEYS
      7th Annual States' Taxation and Bankruptcy Conference
         Hotel Santa Fe, Santa Fe, New Mexico
            Contact: 1-505-827-0728

September 25-26, 1998
   VIRGINIA CONTINUING LEGAL EDUCATION
      13th Annual Mid-Atlantic Institute on
      Bankruptcy and Reorganization Practice
         Boar's Head Inn, Charlottesville, Virginia
            Contact: 1-800-979-8253

October 8-10, 1998
   AMERICAN LEGAL INSTITUTE-AMERICAN BAR ASSOCIATION
      Real Estate Defaults, Workouts, and Reorganization
         Charleston, South Carolina
            Contact: 1-800-CLE-NEWS

October 16-20, 1998
   TURNAROUND MANAGEMENT ASSOCIATION
      1998 Annual Conference
         The Westin Hotel, Chicago, Illinois
            Contact: 1-312-857-7734

October 22-25, 1998
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      72nd Annual Meeting
         Wyndham Anatole Hotel, Dallas, Texas
            Contact: 1-803-957-6225

November 9-10, 1998
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      Conference on Corporate Restructurings: Asia
      Indonesia * Thailand * South Korea
         The Radisson Empire Hotel, New York, New York
            Contact: 1-903-592-5169 or ram@ballistic.com   

November 12-13, 1998
   "Practicing in an Evolving and Uncertain World: Stategies
      for Bankruptcy and Commercial Lawyers
           Mid-South Commercial Law Institute
              The Westin Hermitage Hotel, Nashville, Tenn.
                 Contact:  Kathi Allen 1-615-244-5200

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, Tuscon, Arizona
            Contact: 1-703-739-0800

February 18-21, 1999
   COMMERICAL LAW LEAGUE OF AMERICA
      Annual Western District Meeting
         Monte Carlo Hotel & Casino Resort,
         Las Vegas, Nevada
            Contact: 1-702-382-9558

April 26-27, 1999
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      Bankruptcy Sales, Mergers & Acquisitions
         The Mark Hopkins, San Francisco, California
            Contact: 1-903-592-5169 or ram@ballistic.com   

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

                 *********

A calendar of Meetings, Conferences and Seminars column
appears each Tuesday in the TCR.  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.  ISSN 1520-9474.  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  * * *