TCR_Public/981002.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, October 2, 1998, Vol. 2, No. 193

                  Headlines

ADVANCE DISPLAY: Notification of Late Filing
BARNEY'S INC: Seeks To Extend Employee Bonus Program
BOREALIS TECHNOLOGY: Raises $2.3 Million
BRESEA RESOURCES: MacDonald Mines Makes Announcement
CAMPO ELECTRONICS: Hires Grisanti Galef & Goldress

CAI WIRELESS: Bankruptcy Plan Confirmed
CENTENNIAL CELLULAR: Notice of Annual Meeting
CITYSCAPE FINANCIAL: Action For Securities Fraud Filed
CONSUMER PORTFOLIO: Bradley Reports Stock Ownership
ESSEX CORPORATION: Letaw Notifies SEC of Stock Ownership

EQUALNET: Notification of Late Filing
GULFPORT ENERGY: Announces Special Meeting of Stockholders
HARVARD INDUSTRIES: PricewaterhouseCoopers Dismissed
IMMUNOGEN INC: Auditor Raises Going Concern
KOCH LABEL: Files For Bankruptcy Again

MAIDENFORM: Seeks Extension To Assume or Reject Leases
MEDICAL RESOURCES INC: Files Quarterly Report
MOLTEN METAL: Trustee Seeks Sale - Financing Approved
PHC INC/MA: Notification of Late Filing
PHILIPPINE AIRLINES: Workers Protest                       

PRECISION AUTO CARE: Notification of Late Filing
SMITH CORONA: Announces Strategic Changes
SMITH CORONA: Notice of Annual Meeting
THE FORGOTTEN WOMAN: Subsidiaries File Chapter 11
UNCLE B'S BAKERY: Interim Use of Cash Collateral

UNISON HEALTHCARE: Revises Estimates of Revenues
UNIVERSAL EXPRESS INC: Notification of Late Filing
UNIVERSAL SEISMIC: Notification of Late Filing
XCL LTD: Begins Drilling In China

              *********

ADVANCE DISPLAY: Notification of Late Filing
--------------------------------------------
Advance Display Technologies Inc. notified the SEC of a
late filing of its annual report.  The company and its  
accountants  need additional time to finalize its financial
statements in order to insure accurate reporting of its
financial  condition and results of operation.


BARNEY'S INC: Seeks To Extend Employee Bonus Program
----------------------------------------------------
Barney's Inc. is asking the court to extend the company's
employee retention program for six months and to authorize
a one-time bonus payment to employees that had their year-
end reviews postponed for six months due the fiscal year
change.  In connection with the retailer's expected Jan. 31
emergence from bankruptcy and to align its fiscal year with
other retailers, Barney's changed its fiscal year-end from
the Saturday closest to July 31 to the Saturday closest to
Jan. 31.  Due to the six-month delay, Barney's proposed to
pay a year-end payment to each salaried employee affected
by the change at a total cost of about $660,000. (Federal
Filings Inc. 01-Oct-98)


BOREALIS TECHNOLOGY: Raises $2.3 Million
----------------------------------------
Borealis Technology Corporation has raised $2,310,000 in
connection with a private placement of shares of Preferred
Stock of the Company and warrants to purchase Common Stock
of the Company. The shares of Preferred Stock were sold at
a purchase price of $1000.00 per share, and are convertible
into such number of shares of Common Stock as is determined
by dividing the Stated Value thereof by the lesser of (i)
$2.50 and (ii) 80% of the average of the closing bid prices
of the Common Stock on the Nasdaq Stock Market or other
market on which the Common Stock is then trading for the
five consecutive trading days prior to the date of
conversion. For each share of Preferred Stock sold, the
Company issued a Warrant to purchase 50 shares of Common
Stock exercisable at a price of $1.50 per share.


BRESEA RESOURCES: MacDonald Mines Makes Announcement
----------------------------------------------------               
The Alberta Stock Exchange was informed by MacDonald Mines
Exploration Ltd. after the close of trading on Tuesday,
September 15th, 1998 of its proposed offer to the Interim
Receiver-Manager of Bresea Resources Ltd. ("Bresea"). The  
ASE indicated the shares of MacDonald Mines would be halted
for trading until it was satisfied that all information
concerning the proposal had been made public.

On Wednesday, September 16th, 1998 MacDonald Mines
announced that it had made an offer to
PricewaterhouseCoopers Inc., the Court-appointed Interim
Receiver- Manager of Bresea, Bresea shareholders would be
offered the right to exchange some part of their shares for
shares of an  independently established and appropriately
equivalent value in MacDonald  Mines. The offer included a
provision that the Bresea shares tendered to  MacDonald
Mines, would then be purchased for cancellation by Bresea,
so that  Bresea's shareholders would continue with
their proportional interest in Bresea  which would retain
the major part of its assets. Such assets would include the  
larger part of its $26 million, its Calgary office
building, Indonesian  properties, and Bresea's potential
participation in damages being sought  through various
shareholder class actions.

The offer of MacDonald Mines expired at the close of
business on Friday, September 18th, 1998 without response
from PricewaterhouseCoopers Inc. On Tuesday, September
22nd, 1998 counsel for PricewaterhouseCoopers Inc. advised  
MacDonald Mines that the provision of the offer proposing
that the Interim Receiver-Manager seek Court approval for
the purchase for cancellation of a  portion of the Bresea
shares "....at this point in time .... appears to us
...  out of the question" (emphasis added).

At a  meeting in Calgary on Friday, September 25th, 1998
between the principals and  counsel of Bresea,
PricewaterhouseCoopers Inc., and MacDonald Mines, it was  
confirmed that a share exchange takeover bid was not
otherwise objectionable or  precluded by the Orders of the
Alberta Court of Appeal appointing  PricewaterhouseCoopers
Inc. as Interim Receiver-Manager of Bresea. However,  
PricewaterhouseCoopers Inc. and its counsel, notified the
other parties that no  transaction resulting in the return
of any of Bresea's funds to the benefit or  determination
of its shareholders, would presently be advocated, by them,
to  the Court.

Bresea's present net asset value is some $0.40
per share. It is not known how many of Bresea's
approximately 65 million outstanding shares held by more
than 4,600 shareholders are represented by this small group
of Alberta residents. Bresea believes the majority of the  
claimants to be shareholders of Bre-X (and the largest part
of Bresea's funds were subscribed to it from outside of
Alberta). However, their action provided the basis for the
company's assets being taken away from its management and  
placed under the supervision of the Alberta Court of Queens
Bench.


CAMPO ELECTRONICS: Hires Grisanti Galef & Goldress
--------------------------------------------------
Campo Electronics, Appliances and Computers Inc. has hired  
Grisanti, Galef & Goldress Inc., a management consulting
firm in Atlanta, to either sell the financially troubled
company or find a merger partner.

Campo filed for bankruptcy protection in June 1997 after an
aggressive expansion plan left the company with heavy debt.
The company kept 20 stores open, but closed nine stores in
the Southeast.


CAI WIRELESS: Bankruptcy Plan Confirmed
---------------------------------------                 
CAI Wireless Systems, Inc. (OTC Symbol: CAWSQ) announced
today that the Joint Plan of Reorganization of  
CAI Wireless Systems, Inc. and Philadelphia Choice
Television, Inc. was confirmed by the United States
Bankruptcy Court for the District of
Delaware earlier today.


CENTENNIAL CELLULAR: Notice of Annual Meeting
---------------------------------------------
The Board of Directors of Centennial Cellular Corp., a
Delaware corporation gives notice that the 1998 Annual
Meeting of Shareholders of the Company will be held at the
Prudential Center for Learning and Innovation, Weed Avenue,
Norwalk, Connecticut 06850, on Thursday, October 29, 1998,
at 2:00 p.m., Eastern Time, for the following purposes:

1. To elect eight Directors of the Company to serve until
the next annual meeting of shareholders and thereafter
until their successors shall have been elected and
qualified.

2. To vote on the ratification of the selection by the
Board of Directors of Deloitte & Touche LLP as independent
accountants for the Company for the fiscal year ending May
31, 1999.


CITYSCAPE FINANCIAL: Action For Securities Fraud Filed
------------------------------------------------------
On or about September 14, 1998, Elliott Associates,  L.P.
and Westgate International,  L.P. filed a lawsuit  against  
Cityscape  Financial  Corp. and  certain of its  officers  
and  directors  in the United  States District Court  for  
the  Southern  District  of New  York.  In the complaint,
plaintiffs describe the lawsuit as "an action for
securities fraud and breach of contract arising out of the
private placement,  in September 1997, of the Series
B Convertible Preferred Stock of Cityscape." Plaintiffs  
allege  violations of the Securities Exchange Act of 1934
the  Securities  Exchange  Act of 1934; and two breach of
contract claims  against  the  Company.  Plaintiffs allege
to have purchased a total of $20 million of such preferred  
stock.  Plaintiffs seek unspecified damages, including  
pre-judgment  interest, attorneys' fees, other
expenses and court costs.

Although no assurance can be given as to the outcome of
this lawsuit, the Company believes that the allegations in
this action are without merit and that its disclosures were
proper, complete and accurate. The Company intends to
defend  this  action  vigorously  and seek its early  
dismissal.  This lawsuit, however, if decided in favor of
the plaintiffs, could have a material adverse
effect on the Company.


CONSUMER PORTFOLIO: Bradley Reports Stock Ownership
---------------------------------------------------
Charles E. Bradley Sr., President of Stanwich Partners,
Inc., reports beneficial ownership of 4,708,074 shares of
Common stock of Consumer Portfolio Services inc., or 27.9%
of the class.


ESSEX CORPORATION: Letaw Notifies SEC of Stock Ownership
--------------------------------------------------------
Harry Letaw Jr. notifies the SEC that he is the beneficial
owner of 994,809 shares of Common Stock, par value $0.10
per share of Essex Corporation, or 21.08% of the class.


EQUALNET: Notification of Late Filing
-------------------------------------
Equalnet Holding Corp. has been unable to complete its
Annual Report on Form 10-K since the company has been
engaged in negotiations to complete a private
placement of convertible debt. Additionally, two operating
subsidiaries of the company filed for protection under
Chapter 11 of the Bankruptcy Code on September 10, 1998.
The individuals that are responsible for negotiating and
preparing financial forecasts and other documentation in
support of the convertible debt transaction and the
required schedules necessary to be submitted to the
bankruptcy court are the same individuals responsible for
preparing the Annual Report on Form 10-K to which this
notification relates. As a result of their work on the
above-described transaction and bankruptcy, such
individuals will be unable to complete the Annual Report on
Form 10-K by September 28, 1998. The Annual Report on Form
10-K will be filed on or before October 13, 1998.


GULFPORT ENERGY: Announces Special Meeting of Stockholders
----------------------------------------------------------
A Special Meeting of Stockholders of Gulfport Energy
Corporation will be held at the offices of
the Company, 6703 Waterford Blvd., Suite 100 Oklahoma City,
Oklahoma 73118,at 3:00 p.m., Central Daylight Savings Time,
on Monday, October 26, 1998, for the purpose of amending
the Company's Restated Certificate of Incorporation to
increase the number of authorized shares of Common Stock,
$0.01 par value per share, from 50,000,000 to
250,000,000, and to transact such other business as may
properly come before the Special Meeting or any adjournment
or postponement thereof.


HARVARD INDUSTRIES: PricewaterhouseCoopers Dismissed
----------------------------------------------------
On September 17, 1998, management of Harvard  Industries,
Inc. dismissed  PricewaterhouseCoopers LLP  as the
Company's independent accountants and appointed the firm of
Arthur Andersen LLP as the new independent  accountants for
the Company. The decision  to change  accountants is  
subject to ratification  by the Board of Directors of the
Company.
        
PricewaterhouseCoopers became aware of accounting
irregularities related to the Company's Doehler-Jarvis,  
Inc. subsidiaries during the fiscal year ended September
30, 1996.  These matters related to inventories, materials  
and supplies and fixed assets.

During each of the two years in the period ended
September 30, 1997, the Company experienced
significant turnover of accounting  and  financial
personnel. This reduction complicated a lack of
uniform (company-wide)accounting  practices and
information systems.  As a result, the Company
experienced certain material weaknesses in
internal control.

Management of the Company has authorized
PricewaterhouseCoopers to respond fully to the  inquiries
of Arthur  Andersen,  as  the  Company's  successor  
accountants, concerning the reportable events described
above.


IMMUNOGEN INC: Auditor Raises Going Concern
-------------------------------------------
ImmunoGen Inc.'s auditors raised substantial doubt about
the company's ability to continue as a going concern in
their most recent audit.  PriceWaterhouseCoopers LLP raised
going concern doubt based on ImmunoGen's continued
operating losses and the company's need for significant
additional financing. ImmunoGen anticipates it has
sufficient cash on hand to maintain current and planned
operations only into February 1999. (Federal Filings Inc.
01-Oct-98)


KOCH LABEL: Files For Bankruptcy Again
--------------------------------------                  
For the second time in four years, Koch Label Co. is in
bankruptcy.  The Chapter 11 filing will allow the
Evansville company to continue operating as it works off
its debts.  No schedules showing the assets and liabilities
of the corporation have been turned in yet in U.S.
Bankruptcy Court in Connecticut, where the
bankruptcy was  filed on Aug. 11. On Aug. 27, the company
asked for more time to file those schedules.

Koch Label Chief Executive Officer James Rand, whose office
is in Connecticut, said the company has made cash
collateral payments since the filing, and it plans to
continue to pay off its debts as it operates. The  
company has not laid off workers.

John Berg, president of the Graphics Communication
International Union, Local 117C, said the union is working
with the company to try to help solve the problem. Workers
were hopeful the financial problems would be resolved.

The union represents about 120 hourly workers at the plant,
Berg said.  The company's chief creditor, BankBoston Corp.,
had no comment on the filing. The latest filing marks yet
another turn in the fortunes of the 61-year-old  
manufacturer of labels for the food and beverage industry.

Founded by Evansville businessman Henry Koch, the company
was acquired by Philip Morris Companies Inc. in 1967 and by
local businessmen John Durnin and William McCoy in 1985.
The company filed for bankruptcy in August 1994. At the
time of filing, it cited liabilities of $6.7 million, or
about $2.3 million more than its assets.

Rand and others bought Koch Label Co. for $2.8 million out
of the bankruptcy proceeding in November 1994. The company
rebounded dramatically after the purchase, expanding its
export business and nearly doubling annual sales and more
than doubling its employment.

In 1996, the company received city approval for a tax
abatement on $12.5 million worth of planned improvements to
its property at 1405 W. Missouri St. The renovations and a
new building were to cost about $2.3 million. The company
also planned to invest  $10.2 million in manufacturing
equipment.

The company, however, has not applied for or received a tax
abatement, said Mike Robling, executive director of the
Department of Metropolitan Development. (Evansville
Courier-09/10/98)


MAIDENFORM: Seeks Extension To Assume or Reject Leases
------------------------------------------------------
Maidenform Worldwide Inc., et al., debtors, seek an
extension of the period within which the company must
assume or reject any remaining unexpired "Carved-Out" lease
from its current expiration on September 30, 1998 through
the date of a hearing to be held on October 8, 1998.  In
addition, the debtors seek a further extension of such
period, from the date of the hearing through march 1, 1999.

The "Carved-Out" leases pertain to 29 retail outlet stores
the debtors operate throughout their retail division under
the names Maidenform, Maidenform Outlet, and Maidenform
Woman, located throughout the U.S.

The leases and the retail division are valuable assets of
the debtors' estates and the debtors state that adequate
cause exists to extend the period to March 1, 1999.

In seeking the extension, the debtors state that they and
their professional advisors have been evaluating the
economics of the unexpired leases to determine whether the
assumption or rejection of each lease would inure to the
benefit of their estates and that of their creditors.  The
debtors state that the sheer volume of leases, coupled with
their national scope, has resulted in a complex and time-
consuming analysis process.  They state that the requested
extension will afford the debtors additional time to
completely and carefully evaluate the Carved-Out leases and
determine the benefits to be derived from each lease, as
well as from the retail division itself.


MEDICAL RESOURCES INC: Files Quarterly Report
---------------------------------------------
Medical Resources Inc. filed a quarterly report with the
SEC for the period ended March 31, 1998.

Quarter Ended March 31, 1998 Compared to Quarter Ended
March 31, 1997

For the quarter ended March 31, 1998, the Company's net
service revenues increased $20,445,000 or 76%, to
$47,286,000 during the first quarter of 1998 from
$26,841,000 for the first quarter of 1997, due primarily to
the timing of various 1997 acquisitions which contributed
$22,420,000 of the increase. Revenues at imaging centers
that were operated by the Company for all of 1997
decreased $1,975,000 or 8%, to $22,181,000 for the quarter
ended March 31, 1998 from $24,156,000 for the same period
in 1997. This decrease in revenues was the net result of
higher contractual allowances in relation to gross billings
in the first quarter of 1998, partially offset by the
beneficial effects of increased procedure volumes.

The Company's income for the quarter ended March 31, 1998
was decreased by $181,000 attributable to minority
interests, as compared to a reduction in the Company's
income of $235,000 for the quarter ended March 31, 1997.

The Company's net loss from continuing operations for the
quarter ended March 31, 1998 was $5,488,000 compared to net
income from continuing operations for the quarter ended
March 31, 1997 of $3,362,000.

In July 1998, the Company decided to sell or close
approximately eight imaging centers. These centers will be
sold or closed during the third and fourth quarters of
1998. In most cases, the Company decided to sell or close
these centers due to general competitive pressures and
their close proximity to other imaging centers of the
Company which have more advanced imaging equipment.
The Company expects to incur a charge of between $3,000,000
and $4,000,000during the third quarter of 1998 related to
these imaging centers. Such charge will consist of (i) the
write-off of fixed assets and other assets of between
$2,000,000 and $2,600,000 and (ii) reserve for costs to
exit facility and equipment leases of between $1,000,000
and $1,400,000.

As a result of its net loss for 1997 and the late filing of
its 1997 Annual Report on Form 10-K, the Company is
currently in default of certain financial covenants under
the agreements for its $78,000,000 of Senior Notes.
Management has reached an agreement in principle with the
Senior Note lenders with respect to existing covenant
defaults and certain covenant modifications. Under the
terms of the agreement in principle, the Senior Note
lenders have agreed to waive all existing covenant defaults
and to modify the financial covenants applicable over the
remaining term of the Senior Notes.

The Company has a working capital deficit of $59,043,000 at
March 31, 1998 compared to a working capital deficit of
$58,174,000 at December 31, 1997.


MOLTEN METAL: Trustee Seeks Sale - Financing Approved
-----------------------------------------------------
Molten Metal Technology Inc. won approval of an amended
debtor-in-possession financing agreement that will allow
the environmental technology company to continue operations
while the Chapter 11 Trustee pursues a sale transaction.  
An interim financing order is in place until the Oct. 13
hearing.  Cash-strapped Molten Metal recently defaulted on
its $20 million DIP agreement with Morgens Waterfall
Vintiadis & Co. (Federal Filings Inc. 01-Oct-98)


PHC INC/MA: Notification of Late Filing
---------------------------------------
PHC, INC. notified the SEC of a late filing of its annual
report. PHC, Inc., dba Pioneer Behavioral Health,
(NASDAQ...PIHC previously announced results for its on-
going core  behavioral healthcare business  for the Fiscal
Year ended June 30, 1998.  Revenues were $19,902,453  
compared to  revenues  for the Fiscal Year ended June 30,
1997 of$20,169,892.  Bruce A. Shear, President, stated,
"These results were in line with previous expectations."   
The loss from continuing core business operations prior to
depreciation, amortization, and interest was approximately  
$600,000.  In addition Pioneer Behavioral Health reported
that the Company returned to profitability for the month of  
August, 1998 and anticipates profitability  for the full
quarter ending  September  30, 1998.

The results of operations included continued increased  
reserves  for bad debts.  The Company's collections  
efforts have  additionally  begun to see positive  results
that should mitigate the need for increased  reserves in
the future.

Mr. Shear further stated,  "This fiscal year was clearly a
year of transition that brought us back to being an  
exclusive  behavioral  healthcare  provider.  The  
anticipated  return  to  profitability  as  well  as  the  
number  of new contracts  signed  should make for an
exciting  year for our Company.  We have worked  very hard
to get the  Company to this  point and we look  forward to
a year that will enhance shareholder value and reinforce
investor confidence."

Pioneer Behavioral Health's core business provides  
inpatient and outpatient behavioral  healthcare  services.  
Pioneer  contracts with national  insurance companies in
addition to major  transportation  and gaming  companies
who have selected them to provide behavioral health
services.


PHILIPPINE AIRLINES: Workers Protest                       
------------------------------------
About 1,000 Philippine Airlines workers marched  
to the presidential palace last Tuesday to protest their
union's approval of a management plan to reopen the
national flag-carrier.

The agreement with management, reached Monday by a majority
of the union's board, was brokered in part by President
Joseph Estrada.  Asia's oldest airline, which owes
creditors $2 billion, closed last Wednesday after failing
to persuade its ground crew union to accept the rescue  
plan. Its closure left much of the Philippines without air
service.

The board agreed Monday to accept a 10-year suspension of
the union's collective bargaining agreement in exchange for
continued management recognition of the union and a
guarantee of no cuts in salaries or health benefits.
The union has been split over the proposal, with its
radical wing saying a suspension of the collective
bargaining pact would violate workers' rights and  
expose them to management abuses.

Abel Capili, a union board member opposed to the plan, said
protesters prefer a government takeover of PAL or a
moratorium on strikes of up to 10 years. "They are asking
us to jump into a fire or a sea full of sharks. We're  
given no other options," Capili said.

The agreement must still be formally approved by workers,
regulators and PAL's creditors. The union will hold a
campaign Wednesday in which workers will be asked to sign
their names if they support the plan, union president
Alex Barrientos said.  A majority of the nearly 7,000 union
members must approve the agreement, he said.

Estrada urged the workers to ratify the agreement saying
their shareholdings could rise when the airline's financial
condition improves.

Many of the workers who joined Tuesday's protest said they
would boycott the ratification.  The recovery plan would
give workers 20 percent of the company's stock in  
exchange for the 10-year suspension of their collective
bargaining agreement.

On Wednesday the workers voted to postpone voting on the
plan. Capili said the rescue plan would be put to a vote
among its nearly 7,000 members by secret ballot on Thursday
or Friday.   Capili said the union needed to print ballots
and confer with government labor officials, who they want
to oversee the voting. The union has been split over the
proposal, with many militant members saying a suspension of
the collective bargaining agreement would violate  
workers' rights and expose them to management abuses.

Estrada says the government is unable to take over PAL
because there is no money in public coffers to underwrite
daily losses of up to $1 million incurred by the airline.


PRECISION AUTO CARE: Notification of Late Filing
------------------------------------------------
Precision Auto Care Inc. notified the SEC that it cannot
file its Annual Report within the period prescribed without
unreasonable effort or expense. The company's auditors will
not be able to complete their examination of certain
evidentiary material required to complete their audit by
5:30 p.m. September 28,1998. The company has been unable to
supply certain material to the independent auditors in
order for them to complete their audit in a timely
fashion due, in part, to the fact that the company's Chief
Financial Officer and Chief Executive Officer have been
involved in negotiating an amendment to the company's
credit facility. This amendment to the credit facility was
necessitated because, as reported on the company's Current
Report on Form 8-K dated September 23, 1998, the company
was in violation of various covenants
contained in its credit agreement as of June 30, 1998.


SMITH CORONA: Announces Strategic Changes
-----------------------------------------
Effective October 1, 1998, Martin D. Wilson will serve as
the Company's Senior Vice President, Chief Financial
Officer and Assistant Secretary. Mr. Wilson, who previously
served as Vice President/Controller will replace John A.
Piontkowski, who resigned as the Company's Executive Vice
President, Chief Financial Officer and Assistant Secretary.

Effective September 28, 1998, the Company's Board of
Directors approved a restructuring program which includes:
i.) the elimination of approximately 130 positions
primarily located at the Company's Corporate Headquarters
in Cortland, New York, ii.) the sale or lease of the
building in Cortland, New York, iii.) relocation of the
Corporate Headquarters to more efficient facilities.  The
Company expects the restructuring program to be completed
by June 30, 1999.  As a result of these actions, the
Company will record a first quarter pre-tax
charge, principally for severance payments, of
approximately $1.2 million.


SMITH CORONA: Notice of Annual Meeting
--------------------------------------
Smith Corona Corporation announces the Annual Meeting of
Stockholders to be held at Marine Midland Bank, One Marine
Midland Plaza, Community Room, 4th Floor, Rochester, New
York, 14639 on November 23, 1998 at 10:00 a.m., for the
following purposes:

1. To elect two (2) directors to serve until the 2001
Annual Meeting of Stockholders and until their successors
are elected and qualified;

2. To consider and act upon a proposal to ratify the
appointment of KPMG Peat Marwick LLP as independent
certified public accountants for the Company for the fiscal
year ending June 30, 1999; and

3.  To transact such other business as may properly come
before the meeting or any adjournments or postponements
thereof.

The Board of Directors has fixed the close of business on
September 24, 1998 as the record date for the determination
of stockholders entitled to notice of, and to vote at, the
Annual Meeting or any adjournments or postponements
thereof.


THE FORGOTTEN WOMAN: Subsidiaries File Chapter 11
-------------------------------------------------
The Forgotten Woman of Chicago, Inc., FW Holdings Ltd. and
The Forgotten Woman of RC, Inc. are single-purpose real
estate subsidiaries of The Forgotten Woman, Inc., a
Delaware corporation, which operates a chain of specialty
retail stores under the name "The Forgotten Woman."

The subsidiaries filed for Chapter 11 bankruptcy protection
in the Southern District of New York on September 23, 1998.


UNCLE B'S BAKERY: Interim Use of Cash Collateral
------------------------------------------------
On September 4, 1998, Uncle B's Bakery, Inc. filed Chapter
11 and requested a hearing for interim use of cash
collateral.  A hearing was held on September 10, 1998, in  
the United States Bankruptcy Court for the Northern
District of Iowa in Sioux City, Iowa.  At the hearing, the  
Debtor and Creditanstalt Corporate Finance, Inc.  agreed
upon interim use of  cash collateral under certain terms
and conditions until September 26, 1998.   The court
approved this agreement.  A final hearing will be held on
September 28, 1998. The Company remains as Debtor in
Possession and intends to submit a plan of reorganization
once the plan has been finalized. (States SEC; 09/29/98)                            


UNISON HEALTHCARE: Revises Estimates of Revenues
------------------------------------------------
On August 10, 1998, Unison HealthCare Corporation filed
its plan of reorganization and disclosure statement with
the United States Bankruptcy Court in the District of
Arizona. The plan of reorganization and disclosure
statement was filed as an exhibit to the Company's Form 8-K
filed on August 13, 1998. The Company has revised the
projected results of operations included in the disclosure
statement, due primarily to: (i) revised estimates of
the impact on the Company's revenues as a result of the
Medicare prospective payment system ("PPS") and (ii)
reductions in projected occupancy levels based
on the Company's current levels. The initial projected
results of operations are included in the disclosure
statement filed with the Company's Form 8-K dated
August 10, 1998.

As a result of the implementation of PPS on January 1,
1999, the Company estimates that its Medicare rates will
decline, on average, by approximately 18.6% in 1999. The
impact of PPS on earnings before interest, taxes,
depreciation and amortization ("EBITDA") for the nursing
facilities is assumed to be neutral because of reductions
in ancillary costs and increased lengths of stay for
Medicare patients. However, the Company estimates that PPS
will negatively impact EBITDA from pharmacy operations as a
result of lower rates negotiated with nursing care
providers.

The Company will file an amended disclosure statement with
the United States Bankruptcy Court in the District of
Arizona no later than October 15, 1998, which will include
more complete financial projections and a revised
discussion of the same.

In accordance with Delaware General Corporation Law, the
Company's Board of Directors recently elected three new
directors to fill vacancies on the Board of Directors.


UNIVERSAL EXPRESS INC: Notification of Late Filing
--------------------------------------------------
Universal Express Inc. notified the SEC that the Company
has not been able to compile the requisite financial data
necessary to enable the Company to have sufficient time to  
complete  the Company's  financial  statements  by
September 28,  1998,  which is the required filing date for
the Company quarterly report on Form 10-K.


UNIVERSAL SEISMIC: Notification of Late Filing
----------------------------------------------
Universal Seismic Associates Inc. reports to the SEC that
its annual report will be filed late due to the fact that
the Company's oil and gas reserve report has been delayed
(final report not received until September 29, 1998) which
is required to finalize year end computations for the oil
and gas subsidiary.

The Company has experienced significant losses in the
fiscal period ended June 30, 1998.  The trend of losses and
liquidity problems was extensively disclosed in the
Company's June 30, 1997 10-KSB/A filed with the Commission
June30, 1998.  (The 10-KSB/A was amended and included
restated consolidated financial statements for the fiscal
years ended June 30, 1996 and 1997.)  In addition, the 10-
Q's filed for the quarterly periods ending September 30,
1997,December 31, 1997 and March 31, 1998 included
extensive disclosure of the Company's financial condition
including continuing losses in each of these periods.

It is anticipated that the 1998 fiscal fourth quarter will
also reflect a significant loss.  The expected fourth
quarter loss will include a significant write down of the
Company's oil and gas properties that was not anticipated.  
The triggering event was a dry hole plugged and abandoned
on September 8, 1998.  The cost of this dry hole was
accrued as of June 30, 1998,and the related reserves
previously assigned to this property were adjusted in the
oil and gas reserve report.


XCL LTD: Begins Drilling In China
---------------------------------
The Company announced on August 6, 1998, that it and its
partners,  China National Oil and Gas Exploration and
Development Corporation (CNODC) and Apache Corporation,
began drilling the C-5  exploration well located on the
Zhao Dong Block, Bohai Bay, in the People's Republic of
China.  The C-5 is located approximately 3 kilometers  
southwest of the successful D-2 well  that  tested
11,571 barrels of oil per day in January 1997.  The Company  
does not expect to make additional announcements with
respect to the C-5 until results have been determined.

Depending on rig availability, the Company expects that at
least two additional wells will be drilled on the Zhao Dong
Block in 1998.  One of these wells would be a wildcat.  The
other well would be to  appraise the C-4 discovery, which
was  drilled  in October 1997, and tested 15,359 barrels of
oil plus 6,107 MCF  of associated gas from eight zones.

XCL Ltd. and Apache Corporation each own a 50 percent
interest in  the  Foreign Contractor's share of  the Zhao  
Dong Block.
     
On August 20, 1998, the Company announced that, through its
wholly owned subsidiary, XCL-Cathay Ltd.,  it  has  signed  
a Production  Sharing  Contract with China  National  Oil  
and  Gas Exploration and Development Corporation (CNODC)
for the appraisal and  development of the Zhang Dong Block
in the shallow-water sea area  of  the  Bohai Bay, The
People's Republic of China.  Dagang Oilfield  (Group) Ltd.
(Dagang), a subsidiary of China National Petroleum
Corporation, and XCL's operating partner, has conducted
extensive 2D and 3D seismic and drilling operations on the
block.

A causeway and artificial island have also been installed  
to conduct drilling and production operations.  Dagang and
XCL will now jointly complete appraisal and development of
the block.

Under the  terms  of  the  Zhang  Dong  Production  Sharing
Contract, XCL will be the operator and will be responsible  
for the  cost of reprocessing and reinterpretation of
existing 2D and 3D  seismic  data,  upgrading  of  the  
existing drilling and production facilities  on  the  block  
and initial appraisal drilling.  The minimum drilling
commitment is for one well to be drilled during the first
year of the contract.  If XCL elects to extend the
appraisal phase of the contract beyond the first year, it
may do so by committing to an additional two wells during
each of the next two two-year periods, for a total
commitment of five wells  over a five-year period.  
Development costs and production will be shared 49 percent
by XCL and 51 percent by CNODC. The production period for
each oil field on the Zhang Dong Block is 20 years from the
date of commencement of commercial production.

Dagang has found significant accumulations of oil in the  
middle zones. XCL management believes that the use of new  
drilling  technology, including  that  used  successfully
on the offsetting  Zhao Dong Block, creates the potential
for substantial production from  the middle  zones  on  the  
Zhang  Dong  Block.  Additionally, the geological data
available on the Zhang Dong Block indicates that the block
is highly prospective for additional reserves in the
shallower and deeper formations which are productive  on  
the offsetting Zhao Dong Block."

DLS CAPITAL PARTNERS: Bond Pricing For Week of 9/28

Following are indicated prices for selected issues:

Acme Metal 10 7/8 '07                  20 - 22 (f)
Amer Pad & Paper 13 '05                60 - 62
Amer Telecasting 0/14 1'2 '04          23 - 25
APS Holdings 11 7/8 '06                 4 - 6 (f)
Asia Pulp & Paper 11 3/4 '05           61 - 62
Brazos 10 1/2 '07                      30 - 35
Brunos 10 1/2 '05                       4 - 8 (f)
CAI Wireless 12 1/4 '02                20 - 22 (f)
Cityscape 12 3/4 '04                   18 - 21 (f)
E & S Holdings 10 3/8 '06              57 - 60                   
Globalstar 11 1/4 '04                  67 - 68
Harrah's Jazz 14 1/4 '01               21 - 23 (f)
Hechinger 9.45 '12                     70 - 72
Hills 12 1/2 '03                       49 - 50
Levitz 9 5/8 '03                       58 - 61 (f)
Liggett 11 1/2 '99                     68 - 71
Mobilemedia 9 3/8 '07                  17 - 19 (f)
Penn Traffic 9 5/8 '05                 17 - 18
Royal Oak 12 3/4 '06                   40 - 45
Service Merchandise 9 '04              59 - 60
Sunbeam 0 '18                      15 1/2 - 16 1/2
Zenith 6 1/4 '11                       25 - 28 (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.

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,
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           * * *  End of Transmission  * * *