TCR_Public/981001.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
   Thursday, October 1, 1998, Vol. 2, No. 192


AHERF: Tenet Wins Bidding
ACME METALS: Standard & Poor's Lowers Rating
ADVANCED GAMING TECHNOLOGY: Scott Appointed Chair and Pres
AMERICAN RICE: Rice Milling & Trading Objects To Sale
AMERICAN RICE: Seeks To Pay Saudi Customers

ATLAS CORPORATION: Files For Relief Under Chapter 11
BOYDS WHEELS: Hearing Set For CNB Compromise
CROWN BOOKS: Seeks Nod To Reject Leases
D&L VENTURE: Needs Time To Assume or Reject Leases
DOMINION BRIDGE: Steen Files Assignment in Bankruptcy

FORGOTTEN WOMAN: Consents To Chapter 11 Filing
HOSPITAL STAFFING SERVICES: Deloitte & Touche Approved
MANHATTAN BAGEL: Extension to Assume or Reject Leases

MERRY-GO-ROUND: Estate Won't Fund E&Y Litigation Costs
MIDCOM COMMUNICATIONS: Panel Seeks Financial Records
MOLTEN METAL: Fluor Daniel Inc. Objects to Financing
PARAGON TRADE: Exclusivity Hearing Set for October 19
PEGASUS GOLD: Confirmation Hearing Set for October 26

PEGASUS GOLD: US Fidelity Seeks Consolidation
STRAWBERRIES INC: Seeks Extension of Solicitation Period
WESTBRIDGE CAPITAL: Gets Nods To Hire Professionals
WINDSOR ENERGY: Committee Opposes Change of Venue


AHERF: Tenet Wins Bidding
Tenet Healthcare Corp. (NYSE:THC) Tuesday submitted the
winning bid of $345 million cash to the U.S. Bankruptcy
Court here to acquire eight Philadelphia-area hospitals and  
Allegheny University of the Health Sciences from the
Allegheny Health, Education and Research Foundation.

Tenet's bid was the highest received at an auction
conducted by the Honorable M. Bruce McCullough, bankruptcy
judge. McCullough gave Tenet 21 days to complete the
transaction. The hospitals and the university filed for
Chapter 11 bankruptcy protection earlier this year.

Of the $345 million bid, $60 million will be set aside in
an endowment for Allegheny University.  Additionally, Tenet
will provide the university with working capital of $30
million within the first 90 days of the transaction's  
completion, and $33 million in each of the next two years.  
Other elements of Tenet's winning bid include:

--   Tenet's offer is for cash and therefore requires no
new financing. It has already been granted early antitrust
clearance under the Hart-Scott-Rodino Act by the Federal
Trade Commission.

--   A commitment by Tenet to continue the existing
policies at the hospitals regarding care for the poor and

--   An offer by Tenet to hire all current employees at the
eight hospitals at their existing salary level, and
assumption by Tenet of the hospitals' existing contracts
with the Hospital & Nursing Home Employees Union, District

The AHERF hospitals Tenet is seeking to acquire are: 618-
bed Allegheny Hahnemann, 465-bed Allegheny MCP, 183-bed St.
Christopher's Hospital for Children, 330-bed Allegheny
Graduate, 228-bed Allegheny City Avenue and 200-bed
Allegheny Parkview, all in Philadelphia; 180-bed Allegheny
Bucks County of Warminster, Pa.; and 280-bed Allegheny
Elkins Park of Elkins Park, Pa. Combined, the eight
hospitals have annual operating revenues of about $1

ACME METALS: Standard & Poor's Lowers Rating
Standard & Poor's today lowered its senior secured and
senior unsecured debt ratings on Acme Metals  
Inc. to single-'D' from single-'B' and single-'B'-minus,

At the same time, Standard & Poor's revised its corporate
credit rating on the company to not meaningful from single-
'B' following the company's announcement that it has
voluntarily filed for Chapter 11.

The company also announced that it has entered into an
agreement in principle, subject to bankruptcy court
approval, with BankAmerica Business Credit
Inc., to  obtain postpetition debtor-in-possession
financing. The agreement is for a 24- month secured working
capital facility that will provide $100 million in  
liquidity, Standard & Poor's said.

ADVANCED GAMING TECHNOLOGY: Scott Appointed Chair and Pres
Daniel H Scott has been appointed Chairman of the Board,
President and CEO of Advanced Gaming Technology, Inc.   
Mr. Scott replaces Thomas Nieman, who resigned citing his
desire to pursue other opportunities. "On August 26, 1998
the Company filed a petition for reorganization in Las
Vegas pursuant to Chapter 11 of the U.S. Bankruptcy Code in
the United States Bankruptcy Court for the
District of Nevada. (States SEC; 09/29/98)                            

AMERICAN RICE: Rice Milling & Trading Objects To Sale
Rice Milling & Trading Inc., ("Rice Milling") a creditor
and party in interest files an objection to the
debtor'semergency motion for an order authorizing the
debtor to take certain actions relating to a sale of
substantially all the assets of Comet Ventures, Inc.

Rice Milling states that the debtor requested the court to
allow it sell substnatially all the assets of a subsidiary
which is integrally related to its primary business on
three days notice to an insider.  The debtor's
statement of cause in support of its emergency is that the
contract requires closing by September 30, 1998.

Rice Miling states that if there is any emergency, it is by
virtue of the debtor's delay in filing the motion.  Rice
Milling states that the debtor's motion provides
insufficient information to creditors and parties in
interest about a proposed sale to an insider on three days
notice.  It fails to state the financial history of the
Comet Ventures, Inc. business being sold, it fails to  
describe what effect the sale will have on the
going-concern value of the debtor as a whole, it fails to
describe the intellectual property rights which are part of
the proposed sale, and it fails to describe what efforts
have been undertaken to seek competing bids.  Rice Milling
states that instead of being "marginally profitable," CVI
has been one of ARI's few profit centers.

AMERICAN RICE: Seeks To Pay Saudi Customers
The debtor, American Rice, Inc. is seeking an order
permitting payment of approximately $560,000 in customer
claims and $780,000 in prepetition amounts due.  The debtor
has five customers in Saudi Arabia which make up
about 17% of the debtor's rice business.  If the debtors do
not make these prepetition commissions and expense  
payments, the customers will go elsewhere for their rice,
and the debtors claim that they could effectively
lose their Saudi market.

The debtors argue that the customer claims are generally
fully secured prepetition claims that would ultimately be
paid in full.  The debtor also states that it is authorized
under the Bankruptcy Code to honor the prepetition customer
and agent expenses in the ordinary course of business.
The debtor's ability to conduct business in Sauadi Arabia
is dependent on loyal customers and a relationship with its
Saudi commission agent, Alpha Shipping and Trading
Agencies.  A hearing is set on the motion for October
2, 1998.

ATLAS CORPORATION: Files For Relief Under Chapter 11
In a news release dated September 22, 1998, the Company
announced that it has filed with the United States
Bankruptcy Court for the District of Colorado a
petition for  relief under Chapter 11 of Title
11 of the United States Code, 11 U.S.C.  Sections 101 et
seq..The Company intends to continue to operate its
business as a debtor-in-possession pursuant to the Code.  
Sender & Wasserman, P.C. represents the Company in this
proceeding.  Subsidiaries of Atlas, Arisur Inc.  and
Cornerstone Industrial Minerals Corporation, will continue
to operate in the ordinary course of business.

BOYDS WHEELS: Hearing Set For CNB Compromise
On October 21, 1998, a hearing will be held on the motion
of the debtor, Boyds Wheels, Inc. approving debtor's
compromise with City National Bank, NA, Boyd Coddington,
and NRG Motorsports, Inc. and  approving stipulation
among secured creditor City National Bank and debtor.

As of the petition date, Boyds was indebted to CNB in the
amount of $7.9 million together with accrued and unpaid
interest.  In June, 1998, substantially all of the debtor's
assets were sold at auction.  The auction yielded proceeds
of approximately $4.5 million.  By compromise of the
parties, CNB will receive substantially all of the non-
disputed Auction Proceeds and lift the automatic stay.
The compromise leaves CNB with an estimated $3 million
unsecured deficiency claim.  The debtor believes that the
proposed compromise is in the best interests of the estate
and its creditors. The compromise allows the debtor
to confirm its plan and to resolve most of its differences
with CNB. CNB does not support the debtor's plan without
the compromise.  And the debtor can not have its plan
confirmed without the support of CNB.

CROWN BOOKS: Seeks Nod To Reject Leases
The debtors, Crown Books Corporation, and affiliated
companies, seek court approval for rejection of the leases
at thirty closing stores.

The stores are located primarily in Texas, Washington and
California.  The debtors have reached the decision to close
these stores in the exercise of their reasonable business
judgment.  The prompt rejection for the leases of
the closing stores will eliminate the needless accrual of
administrative rent for periods following completion of the
GOB sales.  The debtors and Keen Realty Company have
evaluated each of the closing store leases and
concluded that there is no value to be obtained for the
estates by holding these leases after the rejection date.

D&L VENTURE: Needs Time To Assume or Reject Leases
The debtors, D&L Venture Corp. et al. are seeking a third  
extesnion of the time for the assumption or rejection of
non-residential real property leases.  The debtors seek an
additional extension of the time within which to assume or
reject certain leases until March 1, 1999.

The debtors state that the assumption of the leases cannot
be responsibly sought until such time as the debtors have
had time to formulate and propose a reorganization plan.

DOMINION BRIDGE: Steen Files Assignment in Bankruptcy
Dominion Bridge Corporation (NASDAQ; DBCQE)  
announced today that its subsidiary Steen Contractors Ltd.
has filed an assignment in bankruptcy.  The firm of Richter
& Partners has been named trustee in the bankruptcy. This
assignment gives Richter & Partners administrative powers
over the assets and operations of Steen Contractors Ltd.

Richter & Partners has given Rodrigue Biron & Associes the
mandate of liquidating the assets of the subsidiaries of
Dominion Bridge Corporation having declared bankruptcy, in

- The assets of Dominion Bridge Inc. Dominion Bridge Inc.
had facilities in Lachine, Quebec as well as Amherst, Nova
Scotia; Oakville, Ontario; Winnipeg, Manitoba; Regina,
Saskatchewan; Nisku, Alberta; and Richmond, British
Columbia. The company had 789 employees on August 31, 1998.

- The assets of Steen Contractors Ltd.  This subsidiary
specialized in mechanical engineering and ran a division
devoted to pipeline construction.   
Steen Contractors Ltd. had its head office in Toronto.

- The assets of Les Entrepreneurs Becker Inc.  Les
Entrepreneurs Becker was established in Lachine.  The
company had 31 employees on August 31, 1998.

In addition, Rodrigue Biron & Associes still retains the
mandate to liquidate the other assets of Dominion Bridge
Corporation, in particular:

- The subsidiary Davie Industries Inc.  Established in
Levis and Quebec City, this subsidiary is a shipyard
renowned for the quality of its personnel and  
facilities.  The company has acquired a particular
expertise in the manufacture of off-shore drilling
platforms.  Davie Industries had 1,063 employees on  
August 31, 1998.

- Dominion Bridge Corporation's 63 percent participation in
the Australian company McConnell Dowell Corporation (MDC).  
MDC is listed on the Australian Stock Exchange.  Dominion
Bridge Corporation's financial situation has no impact on
the Australian company, which is healthy and profitable.

The mandates given to Rodrigue Biron & Associes have been
ratified by the Bank of New York, a first-rank, secured
creditor of Dominion Bridge Corporation and its Canadian

On August 10, 1998, First Pacific Networks, Inc. filed a
motion with the Court seeking approval of the sale of
substantially all of the assets of the Company pursuant to
an Asset Purchase Agreement (the  "Agreement") with ASC.  
The Agreement provides, among other things, for the sale of
substantially all of the Company's assets in exchange for
$292,300 in  current cash consideration and assumption of
certain contractual obligations  and other liabilities. In
addition, ASC will pay contingent future  consideration
equal to 3% of net sales, as defined in the Agreement, for
a five  year period from the date of the Agreement or
$5,000,000, whichever occurs  first.  The Agreement was
subject to ASC negotiating agreements to its  satisfaction
with Entergy Enterprises, Inc.  (claim filed for
$7,000,000) and  Asset Recovery Group, LLC ($278,000 plus
accrued interest pursuant a Loan and  Security Agreement
dated January 15, 1998).  The management of the Company has  
been informed by ASC that it currently intends to tender
employment offers to  four members of the Company's
management in the event that their transaction was approved
by the Court.  

The Court hearing to review competitive bids, if any, and
to approve the sale of assets was scheduled for Wednesday
August 26, 1998 and was further extended to September 11,
1998.  At the September 11, 1998 hearing the Court approved
the sale to ASC and on September 12, 1998 the Agreement was
consummated." "The Company currently believes that it is
unlikely that any material amounts, if any, will be
available for shareholders after payments for allowed
creditor claims under the Agreement and that if any funds
ever become available to shareholders it most likely will
be several years before such an event would occur.  Current
creditor claims exclusive of the aforementioned Entergy
Enterprises and Asset Recovery Group amounts (which are
being separately assumed by ASC) as well as certain claims
are currently estimated to be approximately $5.0 to $5.5
million. Following the sale the Company has no business
operations.  The Company intends to file a Plan of
Reorganization for Liquidation of the Assets of the Company
that will provide for distributing cash that may become
available to the creditors under  the Agreement." On
September 16, 1998 the Board of Directors of the registrant  
appointed Christopher J. Arenal to the Company's Board of
Directors and  following this appointment, Messrs.  James
R. Hirschy, Paul O'Brien, Bill B.  May, William A.  Wilson
and Robert P.McNamara resigned from the Company.  Also, all
members of management resigned or provided notice of their
intent to resign from the Company. (States SEC; 09/29/98)

FORGOTTEN WOMAN: Consents To Chapter 11 Filing
Having suffered substantial losses, Forgotten Woman
consented to the involuntary Chapter 11 petition that a
group of creditors filed against the New York-based
retailer last week.  In addition, FW Holdings Ltd.,
Forgotten Woman of Chicago Inc., Forgotten Woman of RC
Inc., and Bawk Holding Corp., single-purpose real estate
subsidiaries of Forgotten Woman, have filed voluntary
petitions.  The retailer has continued to lose money since
emerging from Chapter 11 under a confirmed reorganization
plan last year. "If unsuccessful in borrowing to restart
operations, the Debtors' assets and business should be sold
at the earliest possible time," Chief Executive Sanford
Zimmerman said in an affidavit. The larger-size women's
apparel chain plans to seek approval from the U.S.
Bankruptcy Court in Manhattan to obtain debtor-in-
possession financing. Forgotten Woman has continued to lose
money since emerging from chapter 11 under a confirmed
reorganization plan last year. The company has four
stores in the metropolitan New York area and one each in
Beverly Hills, San Francisco, and Chestnut Hill, Mass.
(The Daily Bankruptcy Review and ABI Copyright c September
30, 1998)

HOSPITAL STAFFING SERVICES: Deloitte & Touche Approved
The court entered an order on September 23, 1998 approving
the employ of Deloittee & Touche LLP as tax consultants for
the debtor, Hospital Staffing Services, Inc.

On September 3, 1998, International Wireless Communications
Holdings, Inc., International Wireless Communications,
Inc., Radio Movil Digital Americas,Inc., International
Wireless Communications Latin America Holdings, Ltd, and
Pakistan Wireless Holdings Limited, debtors, filed
voluntary petitions for relief under Chapter 11.

A meeting of creditors is scheduled for October 16, 1998 at
the J. Caleb Boggs Federal Building, Wilmington, Delaware.

MANHATTAN BAGEL: Extension to Assume or Reject Leases
The court entered an order extending the debtors' time to
assume or reject their leases of nonresidential real
property.  The debtors' time to assume or reject all of the
leases is extended through to January 19, 1999.

MERRY-GO-ROUND: Estate Won't Fund E&Y Litigation Costs
Deborah H. Devan, the Chapter 7 Trustee appointed in the
on-going liquidation of Merry-Go-Round Enterprises, Inc.,
et al., entered into a Fee Agreement with the Baltimore-
based law firm of Snyder, Weiner, Weltchek, Vogelstein &
Brown in late 1997, providing that litigation expenses
related to the Trustee's $4 billion suit against Ernst &
Young would be advanced:

      (a) the first $250,000 by Snyder Weiner;
      (b) the next $250,000 by the Estate;
      (c) the next $250,000 by Snyder Weiner;
      (d) the next $250,000 by the Estate; and
      (e) all amounts over $1,000,000 by Snyder Weiner.

After the Trustee filed suit in Baltimore Circuit Court,
E&Y asked the Bankruptcy Court and the District Court to
remove the Trustee's suit from Baltimore Circuit Court to
the Bankruptcy Court for trial before Judge Derby.  The
Bankruptcy Court and the District Court turned-down E&Y's

In the course of that removal litigation, Snyder Weiner
agreed to advance 100% of the litigation expenses in the
event that the District Court entered an order that
remanded the E&Y suit back to State court because, Stephen
Snyder, Esq., explained in open court, he believed that
Snyder, Weiner could "obtain substantial efficiencies if
the matter were to be litigated in State court."  The
Trustee accepted Mr. Snyder's offer.  

Accordingly, the Trustee has advised the Bankruptcy Court
that her Fee Agreement is modified to now provide that
Snyder Weiner will advance all litigation expenses relative
to the Trustee's $4 billion suit against Ernst & Young
before the Baltimore Circuit Court.

MIDCOM COMMUNICATIONS: Panel Seeks Financial Records
Midcom's unsecured creditors' committee is asking the court
to force Midcom buyer WinStar Communications Inc. to
produce certain financial information the panel contends is
needed to complete an analysis of WinStar's purchase price
adjustment calculation.  Noting that slight miscalculations
of Midcom's average daily revenues could result in changes
to the purchase price adjustment of "hundreds of thousands
or even millions of dollars," the committee's motion adds
that a preliminary analysis from the panel's accountants
indicates that there are additional revenues not accounted
for in WinStar's analysis which could raise the recovery to
the estate by a significant amount.  (Federal Filings Inc.

MOLTEN METAL: Fluor Daniel Inc. Objects to Financing
Fluor Daniel Inc., the holder of mechanic's liens on
certain properties of Molten Metal Technology Inc.and its
affiliates, debtor, as well as the holder of an
administrative expense claim in the amount of approximately
$975,000 objects to the Chapter 11 Trustee's Second Motion
to approve an amendment to the post-petition financing
agreement dated March 3, 1998.

The motion seeks court approval of a letter agreement dated
September 23, 1998 between the Chapter 11 Trustee and MMT
Recovery LLC.  The Letter Agreement provides for additional
priority financing from the New Lender - to allegedly allow
for an orderly liquidation of the estate - and attempts
to establish a distribution scheme for the proceeds of the
liquidation of the estate assets.

Fluor Daniel has a multitude of objections to the motion
saying that the motion lacks any evidentiary support and
consists of only conclusory and illusory assumptions.   
Fluor Daniel states that the trustee fails to
provide any competent evidence conscerning his
"anticipations" and alleged "offers."  The Trustee does not
currently possess sufficient information
about the operation of this case to grant a release
discharging lenders from all claims and liabilities.  The
maturity date is unrealistic being set for November 20,
1998; the priority provided to the Liquidation Reserve
is without adequate basis and an improper prioritizing
between administrative claimants.

Fluor Daniel further states that the New Lenders' attempt
to completely control the asset sales procedure in this
case is unreasonable and inappropriate.  The new Chapter 11
carve-out is, in reality a distribution scheme that is
initiated after the payment of the Chapter 11 Trustee,
professionals and the New Lender. Fluor Daniel states that
this case now exists for the sole benefit of the New
Lender.  The request by the New Lender and the Trustee is
based simply on the highly speculative possibility
presented without any evidence and based on flawed and
incomplete assumptions, that the theoretical possibility
exists that some money could be recovered at some point by
administrative claimants. Fluor Daniel argues that the
Trustee abdicates any control he might have otherwise had
in controlling the liquidation of the estate and the
prosecution of avoidance action and eliminates any
possibility of a true reorganization pursuant to Chapter
11.  Fluor Daniel states that cause has not been shown as
to why this case should not be dismissed and Fluor Daniel
supports the immediate dismissal of these bankrutpcy cases.

PARAGON TRADE: Exclusivity Hearing Set for October 19
Paragon Trade Brands, Inc. filed a motion seeking to
further extend the exclusive period to file a plan of
reorganization and to solicit acceptances thereto.  A
hearing will be held on October 19, 1998.
Objections to the motion must be filed so as to be received
prior to October 15, 1998.

PEGASUS GOLD: Confirmation Hearing Set for October 26
The debtor, Pegasus Gold Corporation and its affiliated
debtors provided notice that the hearing to consider
confirmation of the plan shall be held
on October 26, 1998.

PEGASUS GOLD: US Fidelity Seeks Consolidation
The United States Fidelity and Guaranty Company filed a
motion for substantive consolidation in the case of Pegasus
Gold Corporation, et al., debtors.  The motion will be
heard on October 13, 1998.

STRAWBERRIES INC: Seeks Extension of Solicitation Period
Milford Resolution, Inc. (f/k/a Strawberries,Inc.), and
Strawberries Holding Inc. seeks an extension of the
exclusive period in which to solicit acceptances to a
Chapter 11 plan.  The debtors seek the entry of an order
extending the Exclusive Solicitation period for
approximately thirty days to and including October 28,

The debtors' disclosure statement has been approved by the
court and the no objections appear to have been filed to
confirmation of the plan.  The debtors expect that the plan
will be confirmed at the hearing scheduled for October 2,
1998.  Out of an abundance of caution the debtors filed
this request for an extension in case an unexpected delay

WESTBRIDGE CAPITAL: Gets Nods To Hire Professionals
Westbridge Capital Corp. won court authorization to hire
Houlihan Lokey Howard & Zukin Capital as financial advisor
and PricewaterhouseCoopers LLP as accountant, consultant,
and tax advisor.  Houlihan Lokey began providing financial
advisory services to the insurance holding company in
October 1997 in connection with an analysis, design, and
formulation of potential restructuring options.  
PricewaterhouseCoopers will coordinate the services it
performs at Westbridge's request with the services of other
financial advisors and counsel, as appropriate, to avoid
duplication of services. (Federal Filings Inc. 30-Sept-98)

WINDSOR ENERGY: Committee Opposes Change of Venue
The Official Committee of Unsecured Creditors of Windsor
Energy US Corporation and Rincon Island LP objects tot eh
motion of Baker Hughes, Inc. for a change of venue to the
Eastern District of California.

The Committee questions whether Baker Hughes, Inc., a
creditor of Windsor US Corporation has standing to seek the
transfer of venue for Windsor US from Delaware to
California. The committee believes that Baker Hughes is
not a creditor of Windsor US and therefore, venue as to
this debtor should not be disturbed.

Under the "First to File" rule, analysis of propriety of
changing venue should first focus on Windsor US.  The
Committee argues that any hardship that will be suffered by
Creditors of Rincon Island located in California
is outweighed by the hardship suffered by other creditors.


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