TCR_Public/981006.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, October 6, 1998, Vol. 2, No. 195


ACME METALS: Has Nod For $25 Million Interim DIP Financing
BOSTON CHICKEN: Files Voluntary Chapter 11 Petition
BOSTON CHICKEN: BCSI Publishing Case-Specific Newsletter
COLONIAL DOWNS: Files Quarterly Report With SEC

CONSUMER PORTFOLIO: Summary of Payments By Trusts
EAGLE PICHER: Reports Quarterly Results to SEC
GENERAL WIRELESS: FCC Attempts To Derail Plan
GEOTEK COMMUNICATIONS: Shuts Down 11 Digital Wireless Ops
GIBSON'S: Surives Chapter 11 Reorganization               

ISAAC MIZRAHI: Fashion Designer Going Out of Business
JPE INC: Reports Subsidiary Bankruptcies
KENAR ENTERPRISES: Liabilities of $27.9 Million
LACLEDE STEEL: Not Making Payment Due on PCR Bonds
LIBERTY HOUSE: Taps KPMG Peat Marwick - Tax Accountants

MITA INDUSTRIAL: Court Ok's Rehabilitation
NAL FINANCIAL GROUP: Confirmation Order
NIAGRA MOHAWK: Extends Ongoing Auction
PINNACLE: Expects $10M From Sale Pact With Playoff

PINNACLE: Committee Objects to Agreement With Playoff
SOUTHERN AIR: Files For Chapter 11 Bankruptcy Protection
STAR NEWCO: Meeting of Creditors
SUN TELEVISION: Pate Explains Bankruptcy
TANDY BRANDS: Withdraws Registration Statement

THE WOODLANDS: Sale May Be Postponed
VENTURE: Plan Sees 40%-48% Recovery For Unsecured Creditors

Meetings, Conferences and Seminars


ACME METALS: Has Nod For $25 Million Interim DIP Financing
Acme Metals Inc. has court approval to borrow up to $25
million on an interim basis pending an Oct. 22 final
hearing on the proposed $100 million debtor-in-possession
credit agreement with a group of lenders led by BankAmerica
Business Credit Inc.  The integrated steel producer
asserted that borrowing under the DIP facility was
essential to fund day-to-day operations in the capital
intensive steel industry and said it would be unable to
satisfy the necessary, ordinary course of business
obligations without it. (Federal Filings Inc. 02-Oct-98)

BOSTON CHICKEN: Files Voluntary Chapter 11 Petition
Boston Chicken, Inc. (Nasdaq: BOST) said that the company
and its Boston Market-related subsidiaries have filed  
voluntary petitions for protection under Chapter 11 of the
Federal Bankruptcy  Code in the U.S. Bankruptcy Court for
the District of Arizona in Phoenix.  The company also said
that it closed 178 of the 1143 restaurants in the Boston  
Market chain and offered transfers to all but approximately
500 of more than 18,500 employees.

The company also announced it has received a commitment
from a group of lenders led by General Electric Capital
Corporation and Bank of America for up to $70 million in
Debtor-in-Possession (DIP) financing to refinance up to $35
million  of existing senior debt and to give the company
access to up to $35 million of  additional working capital,
should it be required, to pay among other things,  salaries
and benefits to employees, to pay vendors and to pay
interest on  senior secured debt.  In addition, the company
is in discussions with its senior creditors and other
parties for long-term financing to support the company's
business plan after it emerges from Chapter 11.

For the past three months, the company has been discussing
its restructuring plan with an ad hoc committee
representing its three classes of public subordinated debt,
which total approximately $625 million.  The committee has
indicated its support of management and its general support
of a plan to convert the bonds and certain other unsecured
debt into the common stock of the reorganized company.

J. Michael Jenkins, Boston Chicken chairman, president and
chief executive officer, said, "We had hoped to restructure
out-of-court and gave it our best  effort.  We have
considerably improved restaurant operations,
significantly  reduced overhead, and have made progress
with our creditors toward a financial  restructuring.  We
filed today because we realized we wouldn't be able to  
complete our restructuring plan by October 17.  With
the support of our senior  creditors and subordinated
debtholders, we anticipate a timely exit from  Chapter 11."

As the company has previously disclosed, approximately $283
million in senior debt comes due October 17, 1998.
"Today's action ultimately should reduce our total debt by
nearly two- thirds.  With the commitment from our employees
and the support of our vendors and creditors, we'll be able
to continue to earn the loyalty of our customers
and  have a fresh start as a stronger, more vital company
with excellent prospects for future growth," Jenkins said.

More than 950 Boston Market restaurants in nearly 90 cities
nationwide remain open.  While most of the closed
restaurants are scattered throughout the country, all
Boston Market restaurants in the following cities and towns
have closed:

Closed Market Areas         Number of Stores

Birmingham, Alabama                 3
Chico, California                   1
Moline, Illinois                    1
Des Moines, Iowa                    4
Bowling Green, Kentucky             1
Lexington, Kentucky                 3
Louisville, Kentucky                5
Joplin, Missouri                    1
St. Joseph, Missouri                1
West Lebanon, New Hampshire         1
Erie, Pennsylvania                  1
Sioux Falls, South Dakota           1
Memphis, Tennessee                  2
Nashville, Tennessee                7

These markets represent 32 of the 178 closed restaurants.
Virtually all employees from closed Boston Market
restaurants will be transferred to nearby Boston Market
locations. In addition, the company said that due to
today's filing, it will no longer advance additional
funding on convertible loans to Boston West, L.L.C. and
BC Northwest, L.L.C., area developers that formerly were
financed by Boston Chicken.  These two area developers
operate a total of 154 Boston Market restaurants in
southern California and the northwestern U.S.,

The company also said that it does not anticipate any
material effect on the operations of Einstein/Noah Bagel
Corp. (ENBX), Boston Chicken's 51 percent-owned subsidiary,
as a result of the filing.  ENBX owns and operates retail  
bagel stores under the Einstein Bros. Bagels and Noah's New
York Bagels trade names.

In addition, the company announced that its Board of
Directors has approved PricewaterhouseCoopers, L.L.P. as
the company's newly-appointed independent  
public accountants, effective immediately.

Einstein/Noah Bagel Corp. (Nasdaq: ENBX) said that it does
not expect Boston Chicken's Chapter 11 filing,
which  relates only to Boston Chicken, to have any material
effect on the business  operations, financial condition or
employees of Einstein/Noah Bagel Corp  (ENBC).  Although
Boston Chicken owns approximately 51% of ENBC's common
stock,  ENBC is an independently-traded public company that
has separate bank, vendor and landlord relationships.

"In the second quarter, ENBC had positive EBITDA (earnings
before interest, taxes, depreciation and amortization) of
$4,253,000 and we expect continued solid performance in the
third and fourth quarter. Our relationships with our  
banks and vendors are good, which is reflective of our
performance trends and their confidence in our business
plan," said Eric Carlborg, Chief Financial Officer.

"ENBC operates its stores independently and has a separate
management team guiding the business.  We continue to
emphasize store operations and improving the customer
experience, which we believe will ultimately strengthen our  
brands," said Bob Hartnett, Chairman, CEO and President.

"I would like to take this opportunity to reiterate how
excited I am about the condition of our business.  Our
stores have positive momentum and we continue to streamline
our organization to optimize overhead," added Hartnett.

Currently, there are 545 ENBC retail bagel stores in 29
states and the District of Columbia.  The stores operate
primarily under the Einstein Bros.(R) Bagels and Noah's New
York Bagels(R) brand names.

BOSTON CHICKEN: BCSI Publishing Case-Specific Newsletter
Bankruptcy Creditors' Service, Inc., announced publication
of BOSTON CHICKEN BANKRUPTCY NEWS effective today.  A free
copy of the first issue of BOSTON CHICKEN BANKRUPTCY NEWS
is available at no charge via the Internet at:

BOSTON CHICKEN BANKRUPTCY NEWS provides on-going, gavel-to-gavel
coverage of the chapter 11 proceedings before Judge Case in
Phoenix involving BCE West, L.P., Boston Chicken, Inc., and
their 22 debtor affiliates.  

COLONIAL DOWNS: Files Quarterly Report With SEC
Colonial Downs Holdings Inc. reports to the SEC on Form 10-
Q/A, its quarterly report for the period ended June 30,

Total revenues for the second quarter of 1998 amounted to
$7.8 million, up $2.8 million (54%) from $5.0 million in
the second quarter of 1997. Approximately $2.0 million of
this increase was attributable to the operation of the
Hampton and Brunswick Racing Centers ("Racing Centers")
which were not opened until December 1997. An additional
increase of $1.4 million resulted from revenues
generated from the Company's inaugural live harness racing
meet, which ran from April 24 to July 5, 1998. Excluding
the impact of the new Racing Centers and the harness racing
meet, total revenues decreased by about $.6 million,
primarily reflecting the anticipated effect of the new
Hampton Racing Center on the existing Chesapeake Racing
Center, both of which attract customers from the
Tidewater region. Although revenues from the Chesapeake
facility decreased from the same period of the prior year,
the combined operation of the Chesapeake and
Hampton Racing Centers increased revenue in the Tidewater
region by approximately $1.0 million.

Total operating expenses of $9.2 million for the second
quarter of 1998 increased $4.6 million (100%) from $4.6
million in the second quarter of 1997.

The Company incurred a loss from operations of $2.0 million
compared to earnings of $873,000 in the first half of 1997.
All Racing Centers with the exception of Brunswick operated
at a profit for the first six months of 1998. Earnings from
the Richmond and Chesapeake Racing Centers increased by
approximately $200,000 compared to the same period of the
prior year. Operations at the Brunswick facility have
improved since the operating hours were reduced in late

CONSUMER PORTFOLIO: Summary of Payments By Trusts
Consumer Portfolio Services, Inc. reports to the SEC
Summary of Payments by Trusts for the Year Ended December
31, 1996: FASCO 1996-1  CPS 1996-2  CPS 1996-3

Base              Principal          Interest
Servicing          Payments          Payments
$932,246.00       $10,041,709.67      $3,396,656.13
548,521.50         4,728,828.95       1,900,627.02
139,286.72           384,969.67         452,159.50
1,620,054.22        15,155,508.29       5,749,442.65

The company and its accountants assert that as of and for
the year ended  December 31, 1996,  Consumer  Portfolio  
Services, Inc. has complied in all material respects with
the minimum servicing  standards set forth in the  Mortgage  
Bankers  Association  of  America's  Uniform  Single
Attestation  Program for Mortgage  Bankers,  as they
related to the servicing of automobile installment
contracts.  As of and for this period, Consumer Portfolio
Services, Inc. had in effect a fidelity bond in the amount
of $2,000,000.  

EAGLE PICHER: Reports Quarterly Results to SEC
Eagle Picher Holdings Inc. reports to the SEC a net loss of
$3.8 million on net sales of $206.4 million for the third
quarter ended August 31, 1998, a decrease of $10.4 million
or 4.8% from the comparable period of 1997. Included in the
results of the third quarter of 1997 are $13.7 million of
sales of the Divested Divisions, which, if excluded, would
result in an increase in the Company's quarterly net sales
of approximately 1.6%.

The Company defines EBITDA as earnings before interest,
taxes,depreciation, amortization and management expenses.
Due to the differences inthe asset bases, it is preferable
to compare EBITDA rather than operating income. EBITDA
decreased from $25.1 million in the three months ended
August 31,1997 to $24.8 million for the same period in 1998
or 1.2%. After excluding the results of Divested Divisions,
EBITDA increased .8%.

In the third quarter of 1998, EBITDA for the Industrial
Group declined to $7.0 million from $8.1 million in the
comparable period of 1997. Excluding the results of
Divested Divisions, this decline was $.5 million or 6.7% on
a 22.4% decrease in sales. As previously mentioned,
although lower germanium prices have contributed to reduced
sales, EBITDA has remained relatively consistent for these
operations as did results at other Industrial Group

In the Machinery Group, EBITDA increased from $6.6 million
in the third quarter of 1997 to $9.6 million in the same
period of 1998. Excluding results of the Divested
Divisions, the increase was $3.2 million. Reasons for this
increase include improved efficiencies at operations
manufacturing special-purpose batteries and at the aluminum
foundry, and a shift in product mix at operations
manufacturing construction and other industrial equipment.

EBITDA for the Automotive Group increased to $13.5 million
in the third quarter of 1998 from $13.1 million in the same
period in the prior year.  Excluding the results of
Divested Divisions, the increase was .7%. Any increases in
EBITDA resulting from the increased volumes previously
discussed have been offset by losses related to the GM
strike situation.

The Company's liquidity needs are primarily for capital
maintenance and debt service. With the exception of an
expansion at a plant manufacturing industrial machinery,
capital expenditures in the six months ended August 31,
1998 have been primarily for capital maintenance. The
Company anticipates that capital spending will be
approximately $9.0 to $11.0 million in the fourth
quarter of 1998. The Company has scheduled debt payments of
$2.7 million in the fourth quarter of 1998 and $10.4
million in 1999.

The Company believes that its cash flows from operations
and available borrowings under its bank credit facilities
will be sufficient to fund its anticipated liquidity
requirements for the next twelve months. In the event that
the foregoing sources are not sufficient to fund the
Company's expenditures and service its indebtedness, the
Company would be required to raise additional funds.

The Company has entered into a letter of intent for the
sale of its Trim Division for $14.5 million in cash. The
transaction is conditioned on, among other things, the
buyer's due diligence investigation and the buyer
obtaining financing. There is no assurance that this
transaction will be completed on these terms. If
consummated, the transaction is not expected to
result in a material gain or loss.

ERNST HOME CENTER: Seeks Time to Assume or Reject Leases
The debtors, Ernst Home Center, Inc. and EDC., Inc. seek an
extension of time to assume or reject certain unexpired
nonresidential real property leases.

The leases are comprised of leases and subleases at six
income producing locations and several other leases.  The
income leases generate annual net cash flow to Ernst of
approximately $800,000.  Ernst has entered into a contract
to sell its interest in the income leases for $6.075
million.  The transaction is currently scheduled to close
by October 16, 1998.  Ernst requests that the court further
extend its deadline to assume or reject the leases through
and including November 31, 1998.  Ernst believes it will
provide sufficient time to close the income leases
transaction and to obtain court approval for and close the
other leases transaction.

GENERAL WIRELESS: FCC Attempts To Derail Plan
The FCC's campaign to derail consummation of the
reorganization plan proposed by General Wireless Inc. and
its subsidiaries took another procedural turn Wednesday as
the U.S. Court of Appeals for the Fifth Circuit granted the
agency's emergency request to extend the current stay
blocking the plan's enforcement.  The FCC is challenging
the bankruptcy court's ruling that diminished its claim
from more than $900 million to $160 million.  Meanwhile,
the district court denied the agency's motion to extend the
stay, finding that it did not meet the necessary criterion.  
The Fifth Circuit could rule as early as today on whether
to further extend the stay.  (Federal Filings Inc. 02-Oct-

GEOTEK COMMUNICATIONS: Shuts Down 11 Digital Wireless Ops
After filing for Chapter 11 protection in June, Geotek  
Communications, the mobile logistics company, has announced
it is shutting its digital operations in 11 states across
the US.

In June, the company and its domestic subsidiaries had
filed voluntary petitions seeking protection under Chapter
11 of the US Bankruptcy

At the time, the firm said that its filing in the
Bankruptcy Court in Wilmington, Delaware, together with
$10.0 million in debtor-in- possession financing, would
enable it to conduct business while a plan to reorganize
was negotiated with major creditors and additional capital
was sought.

If that plan failed, then the plan was to find a strategic
buyer for its business. As of March 31 this year, the
company had unaudited assets of $351 million and unaudited
liabilities of $424 million.

Now the company has announced that it will shut down
operations in 11 markets across the US, ceasing service to
subscribers on October 18.

Under the action announced late yesterday, the firm will
lay off around 160 of its staff around the US, including
staff at its headquarters in Montvale.

The company says it is currently attempting to negotiate
additional DIP financing to support an orderly wind-down of
its operations. (Newsbytes; 10/02/98)

GIBSON'S: Surives Chapter 11 Reorganization               
Two years after filing for Chapter 11 reorganization,
Gibson's Discount Centers is back on its feet.
Gibson's president and chief executive officer Mike
Henderson announced that Gibson's has emerged from its
bankruptcy reorganization plan filed Oct. 23, 1996.

Gibson's owns and operates 22 general-merchandise stores in
six states including three stores in Montana and stores in
South Dakota. The chain does not operate in Wyoming or
North Dakota.  Jim Pottenger, manager of the Billings store
at 1313 Broadwater Ave., credited customers for the

The Billings store opened in 1969 and employs 53 people.
About 40 are full- time employees. Gibson's also operates
stores in Bozeman and Helena.  Pottenger said two of
Gibson's best departments are sporting goods and the lawn-
and-garden area.

The Gibson's stores average of 42,000 square feet and are
located mainly in communities between 5,000 to 25,000

Under an order filed with the U.S. District Court of
Delaware, Gibson's Holding Co. was merged into Gibson's
Discount Centers. The new entity is registered as G-Mark
Inc.  Pottenger said customers should see only minor
changes now that the chain has emerged from Chapter 11.
Chapter 11 is the most common form of bankruptcy and allows
the debtor to remain in control of the business and
reorganize  financially, while freeing the troubled firm
from creditor law-suits. (Billings Gazette - 09/19/98)

ISAAC MIZRAHI: Fashion Designer Going Out of Business
Fashion designer Isaac Mizrahi announced that he is going
out of business, after years of financial losses, according
to the Associated Press. Chanel Inc., the American division
of the French fashion house, pulled its support because of
the financial drain. In 1996, the designer launched a less
expensive line, but it was unsuccessful. Mizrahi's is the
second prominent fashion house to close in recent months;
Andrea Jovine shut down in July. Also, Kenar filed for
chapter 11 protection last month. (ABI 10-5-98)

JPE INC: Reports Subsidiary Bankruptcies
On September 15, 1998, two of JPE, Inc.'s subsidiaries,
PlasticTrim, Inc. and Starboard Industries, Inc., filed
voluntary petitions for relief under Chapter 11 of
the  Federal Bankruptcy Code in the United States
Bankruptcy Court for the Eastern  District of Michigan.
GMAC Business Credit has agreed to provide debtor-in-
possession financing to each of Plastic Trim and
Starboard Industries pursuant  to the terms of a consensual
post-petition financing order submitted to the  Bankruptcy
Court by the debtors, GMAC Business Credit and JPE's bank
group. JPE  also announced that John Psarouthakis, the
founder of JPE, resigned his  positions as Chairman and
Chief Executive Officer and as a director of JPE,  Inc.  
Ms.  Bacon was elected to the additional position of Chief
Executive  Officer.  James J.  Fahrner was elected to the
additional position of Chief  Operating Officer. (States
SEC - 10/02/98)

KENAR ENTERPRISES: Liabilities of $27.9 Million
In its Chapter 11 filing, Kenar Enterprises Ltd. listed
liabilities of $27.9 million, including $24 million in
secured loans, and assets of $21.4 million. The company
also  acknowledged owing money to hundreds of unsecured
creditors, including top model Linda Evangelistas' agency,
Elite Model Management Corp., which is due $162,500, making
it one of the largest unsecured creditors.

Some observers say that Kenar's high-flying game plan--
including using household names like Ms. Evangelista to
promote its products-- are the reason the company has
landed in bankruptcy.

"The business was out of control," says one longtime
supplier who counts his company on the list of the top 20
unsecured creditors. "They had nice volume, but it wasn't
managed properly."

Kenar is privately held, but people familiar with the
company's financials say that Kenar lost $6.7 million for
the fiscal year ended Nov. 30, 1997, and that losses have
been mounting this year. In 1996, the company turned a $1  
million profit.

Two weeks ago, lead lenders Chase Manhattan, Bank of New
York and First Union decided to cut their losses and
refused to give Kenar any more credit.

Mr. Zimmerman acknowledged in recent published reports that
he may have overexpanded. In 1995, Kenar acquired two dress
labels and began opening several stores in high-rent
districts like Columbus and Madison avenues as well
as Easthampton, L.I. The Manhattan stores have both closed
in the past six months, though the Hamptons store remains.

Kenar also runs an outlet store north of the city at
Woodbury Common and once had stores in such far-flung
places as Brazil and Bangkok.

The company will continue to operate out of its offices at
1411 Broadway in the garment district. On Thursday, Kenar
received $188,000 in emergency funding to cover payroll and
other expenses.

Kenar's advertising agency, Laspata DeCaro Studio Corp.,
was also caught off guard. It is Kenar's second-largest
unsecured creditor, owed nearly $350,000.  The company has
been doing cutting-edge the past nine years.

"I'm as in shock as anyone can be, but mistakes were made,"
says Charles DeCaro, the agency's creative director. "Three
weeks ago, if someone had called and told me this would
happen, I would have told them they were on a bad acid  

Mr. DeCaro says he remains confident that Kenar will be
able to restructure, instead of going out of business and
leaving his agency high and dry. "I should  probably be the
first to say that Kenny's a rat, but I really don't feel
that  way." (Crains New York - 09/21/98)

LACLEDE STEEL: Not Making Payment Due on PCR Bonds
Laclede Steel Company reports to the SEC that the company
has held discussions with certain trade creditors with
regard to outstanding accounts payable balances.  As a
result of these discussions, payment of a significant  
portion of outstanding accounts payable balances has been
deferred.  Consistent with this effort, the company has
notified the trustee on its unsecured $12,000,000
Pollution Control Revenue Bonds, ("PCR Bonds") Series 1976
that the company is not at this time making the payment due
October 1, 1998 on the PCR Bonds. The principal amount
outstanding, as of September 30, 1998, under the PCR Bonds
was $8,040,000.  Under the PCR Bond documents, failure to
make this payment is an event of default which gives right
to the legal remedy of acceleration.  The company has
requested a meeting with the Trustee to discuss the
company's current financial situation and deferral of
amounts due with respect to the PCR Bonds.

The company reports that it is in the later stages of  
developing a comprehensive  restructuring  plan.  This plan  
includes  negotiations  with the United Steelworkers in
connection with the company's  request that there be a
restructuring  of both  the  collective  bargaining  
agreement  for  the  Alton, Illinois employees and the
retiree benefit plans.  Preliminary  discussions also
have occurred with the Pension Benefit Guaranty  
Corporation  concerning both of the company's  hourly and
salaried defined benefit plans. There can, however,
be no assurance that the company's restructuring plan will
be successful.

LIBERTY HOUSE: Taps KPMG Peat Marwick - Realty Tax
Liberty House, Inc. is seeking court approval to employ
KPMG Peat Marwick, LLP ("KPMG") as real property tax

The debtor desires to hire Andrew B. Furuta and other
members of KPMG Peat Marwick LLP as its accountants in
connection with the debtor's appeal of the 1998 real
property tax assessments for the debtor's Downtown store,
Windward store, Pearlridge store, Distribution Center and
Kailua store.  KPMG will review the proposed assessments,
prepare valuation analyses and develop preliminary position
s to support reduced assessments.

KPMG will prepare protests, notices of appeal, or other
documents as appropriate which are necessary to challenge
real property tax assessments.  KPMG will also prepare
refund claims for prior tax periods if warranted.  KPMG
will represent the debtor in valuation negotiations and
administrative appeals, from the informal level with the
local assessor through the Board of Review or similar
levels according to the established local procedures.  
KMPG's fees will be determined after reductions in real
property tax assessments are achieved and will be 35%of the
aggregate "tax savings" and expenses. KPMG will receive 50%
of any prior year's tax savings.

MITA INDUSTRIAL: Court Ok's Rehabilitation
The Osaka District Court gave approval Monday to  
photocopier maker Mita Industrial Co. to restructure itself
under the Corporate  Rehabilitation Law.

The court concluded that Mita Industrial's rehabilitation
is possible in view  of support offered by Kyocera Corp., a
major ceramics maker, and financial institutions, court
officials said.

Healthy operations of Mita Industrial's Hong Kong
subsidiary, the Osaka-based company's principal
manufacturing outlet, also contributed to the court  
decision, they said.

The court appointed Koji Seki, a Kyocera executive, as
administrator of operations, and lawyer Makoto Miyazaki as
administrator of legal affairs.

Hit hard by the continued economic slump at home and the
yen's depreciation, Mita Industrial in August applied to
the court for protection from creditors under the
rehabilitation law.

Since Mita Industrial's effective bankruptcy with
liabilities of some 215 billion yen, Miyazaki has been
serving as court-appointed receiver.  At a press conference
later Monday, Miyazaki said Kyocera's support was the
biggest reason for the prompt court decision.

He said another reason was the maintenance of manufacturing
and marketing operations both at home and abroad.
Miyazaki and Seki said they will work out concrete
rehabilitation plans, including a debt payment schedule and
plans for the liquidation of assets and  
for workforce cuts, by October next year.

The Osaka court also gave its approval to applications from
five Mita Industrial subsidiaries for rehabilitation under
its protection. (Kyodo-10/05/98)

NAL FINANCIAL GROUP: Confirmation Order
The court in the case Nal Financial Group, Inc. et al. held
a hearing on September 22, 1998 to consider confirmation of
the Amended Plan of Reorganization filed by the debtors.  
The court confirmed the plan, and all of its terms are
approved.  The debtor's motion to enforce provisions of
Term Sheet Agreements is set for October 19, 1998.

NIAGRA MOHAWK: Extends Ongoing Auction
Niagara Mohawk Power Corp. (NYSE: NMK) announced
today that it is extending its ongoing auction of its
fossil and hydroelectric generating assets by approximately
two months.

After reviewing submitted bids, the company believes that
extending the process for approximately two months will
maximize value for customers and shareholders.

As part of its POWERCHOICE plan to reduce prices and
promote competition, Niagara Mohawk is selling its four
fossil-fueled plants located in Bethlehem, Dunkirk,
Tonawanda and Oswego with a combined capacity of 3,256
megawatts.  The portfolio also includes 72 hydroelectric
plants with a combined capacity of 661 megawatts, and a
dormant site near Rotterdam, which previously contained
combustion turbines.

Investment bankers Merrill Lynch & Co. and Donaldson,
Lufkin & Jenrette Securities Corp. are serving as financial
advisors for the sale.

Niagara Mohawk is an investor-owned energy services company
that provides electricity to more than 1.5 million
customers across 24,000 square miles of Upstate New York.  
The company also delivers natural gas to more than 500,000
customers over 4,500 square miles of eastern, central and
northern New York.

Philippine Airlines Inc (PAL) got a new lease on life on
Friday when workers voted to accept an equity-
sharing offer, paving the way for domestic flights to
resume and ending the country's worst aviation crisis.

President Joseph Estrada, who personally campaigned to
revive the airline, described the overwhelming vote to
bring PAL back to life as "democracy in practice".

But disgruntled union members, who considered the vote
result a virtual surrender of their rights, said they plan
to go to court to block the new agreement between union
officers and PAL management.

The Department of Labor said the final results of the
referendum showed 3,254 union members voted for and 1,794
voted against management's offer of 20 percent equity in
the airline in return for a 10-year freeze on labour  

"There was a good turn-out. It was peaceful, orderly and
many participated in the referendum," Labor Secretary
Bienvenido Laguesma told reporters.  But other members of
the PAL Employees Association (PALEA), the airline's
biggest union comprising more than 6,000 workers, said the
dispute was not yet over.

"We are going to the Supreme Court," said Avelino Capili, a
PALEA board member.  PALEA rejected the management offer
last week but Estrada persuaded the workers to hold another
vote, saying the closure of Asia's oldest airline would
worsen the country's economic woes.  "The workers were not
given a choice. If they voted for their rights and
principles, their families will suffer in hunger and
deprivation," labour leader Filemon Lagman said in a

"This is democracy, Erap style," he said, referring to
Estrada's nickname, which is the Pilipino word for "pal"
spelled backwards.

PAL said it would start selling tickets on Saturday for the
resumption of flights in 14 domestic routes on October 7.
"Resumption of international service is now being
reviewed," PAL said in a statement.

PAL, with debts of more than $2.0 billion, shut down on
September 23 due to enormous losses and a protracted labour

Before its closure, PAL had a workforce of 8,617, down from
15,000 prior to  a crippling pilots' strike in June that
brought the airline to its knees. Management and labour
leaders have agreed to slash the airline's staff to 5,000
when it re-opens next week. Airline officials have said
further cuts were likely.

A restructuring of $2.0 billion in loans is also necessary
to get the 57- year-old airline off the ground.

PINNACLE: Expects $10M From Sale Pact With Playoff
Pinnacle Brands Inc. has agreed to sell its sports trading
card business to Playoff Corp. and expects total
consideration under the deal to be about $10 million,
including a minimum guaranteed payment of $9.65 million
over 24 months. Besides Playoff, Toy Biz Inc., Bentley
International Inc., and Upper Deck Co. LLC, submitted bids
for Pinnacle's trading card assets by the Sept. 21
deadline. Following a Sept. 25 auction in Wilmington, Del.,
Pinnacle consulted with representatives of its lenders and
creditors' committee before choosing the Playoff bid. The
U.S. Bankruptcy Court in Wilmington was scheduled to
consider the proposed sale at a hearing set for Oct. 2. In
August, Toy Biz signed a letter of intent to buy Pinnacle's
trading card business for up to $14.5 million, however, the
proposal met with strong opposition and the letter of
intent expired. (The Daily Bankruptcy Review and ABI 10-5-

PINNACLE: Committee Objects to Agreement With Playoff
The Official Committee of Unsecured Creditors of Pinnacle
Brands, Inc., and its affiliated debtors objects to the
debtors' motion for an order authorizing and approving the
asset purchase agreement with Playoff Corporation.

The Committee states the debtors have failed to establish
the presence of exigent circumstances sufficient to require
what is essentially a "fire sale" of substantially all -
and certainly one of the most valuable of the debtors'
assets, including Donruss, Leaf, Pinnacle, Score and Select

It is the Committee's position that these cases should be
dismissed and that this court should not be used as a
vehicle for one creditor - the Banks- to reap the benefits
of the bankruptcy process to the exclusion of all other
creditors.  The Committee states that the Banks have
conceded that these cases are being run for their sole
benefit.  The Committee quotes the Banks,  "They have
stated repeatedly that there is nothing available in these
cases for unsecured creditors and have implied that
unsecured creditors should not even be heard from in these

SOUTHERN AIR: Files For Chapter 11 Bankruptcy Protection
Southern Air Transport Inc. filed for Chapter 11 bankruptcy
reorganization a  week after announcing it was shutting
down operations. The case was filed Thursday in U.S.
Bankruptcy Court for the Southern District of Ohio.
Southern Air listed assets of $111.3 million and
liabilities of $103 million. The state of Ohio is among the
more than 800 creditors who have filed a claim against
Southern Air, which had 51 years of experience in the
air cargo  business. Ohio's Department of Development is
seeking to recover $500,000 for improvements at
Rickenbacker Airport. (Columbus Dispatch - 10/04/98)

STAR NEWCO: Meeting of Creditors
In the case of Star Newco, Inc., a meeting of creditros is
set for October 30, 1998, 11:30 am, 844 King Street Room
2313, Wilmington, Delaware 19801.

SUN TELEVISION: Pate Explains Bankruptcy
Sun Television and Appliances, Inc. (Nasdaq: SNTV - news)
reported to the SEC that the company along with its
subsidiary, Sun TV and Appliances, Inc., filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code with the United States Bankruptcy Court for
the District of Delaware. Company officials also said that
it had entered into an agreement with its existing secured
lender, Bank Boston Retail Finance, Inc., to obtain post-
petition, debtor-in-possession financing. The post-petition
financing, which is subject to Court approval, will be used
to finance normal operations, including honoring all post-
petition trade and employee obligations, while the Company
develops a reorganization plan with its lenders and

R. Carter Pate, Sun Chairman and CEO said, "Our primary
objective is to work in the best interest of our customers,
employees and creditors. While we are not pleased to seek
Chapter 11 relief, we think this action provides us with
the best opportunity to develop a plan to return Sun to
financial stability and close those stores that were
unprofitable to operate. We will now have the
opportunity to take further actions to streamline our
operations and bring our expense ratio in line with

"There were a number of factors that led to our decision to
seek protection, not the least of which was the Company's
lack of liquidity. Our revolving credit availability is
tied to inventory levels and since we are at a seasonal low
with our inventory, our borrowing capacity has been
severely limited. We are also operating during one of our
seasonally weaker sales quarters, so cash flow has
been particularly strained. At the same time, some vendors
have restricted our terms and credit lines which has
further exacerbated our cash availability problems."

"From an operating perspective, we have yet to experience
sales growth in certain rural markets at the level we had
internally projected. While we think the rural market
strategy may still be a viable strategy, what we did not
anticipate is the length of time to develop customer
recognition of Sun and its products in some of the rural
markets. In addition, we have also experienced continued
competitive pressure in certain metro markets without
adequate funds available to upgrade older locations in
those markets."

Pate said that the Company has sought approval from the
Bankruptcy Court to close 29 stores in five states. If
approved by the Court, the Company will close seven stores
in Greater Pittsburgh, Pennsylvania; six stores in Greater
Cincinnati, Ohio; six stores in the Northern Ohio region
including locations in Mentor, N. Olmstead, Parma, Elyria,
North Randall and Mayfield; three stores in Buffalo, New
York, and one store each in Frankfort and Owensboro,
Kentucky; Pottsville and Lebanon, Pennsylvania; Richmond,
Kentucky; Morristown, Tennessee and Staunton, Virginia.

"For the markets in which we continue to operate, all
aspects of our business will remain the same including
store hours, return and exchange policies, delivery, repair
services covered under extended service contracts, and
other customer service initiatives. We have already begun
to contact vendors and believe they will continue to
support Sun during the reorganization period. We
will also continue to accept our private-label credit card
and other major credit cards," said Pate.

Pate continued, "We have successfully executed many of the
initiatives that we had set out to when we began the
turnaround a year and a half ago. Unfortunately, given the
Company's liquidity problems we were unable to continue
with the plan without the relief afforded by the Chapter 11

Pate concluded, "By utilizing the benefits of the Chapter
11 process, we believe we can capitalize on the initiatives
we've already put in place, as well as complete additional
restructuring activities to ensure Sun's ongoing viability.
We have already identified a number of actions we can take
to improve our performance and will be working diligently
with our lenders and creditors to quickly develop a
reorganization plan to emerge from Chapter 11."

Sun also announced that Dennis L. May has been promoted to
President of the Company. May, who joined Sun in early 1990
as a computer buyer, has assumed positions of increasing
responsibility with the Company including Vice President
of Sales and Marketing in 1996 and was named Executive Vice
President and Chief Operating Officer in May, 1997.

TANDY BRANDS: Withdraws Registration Statement
Tandy Brands Accessories Inc. reports to the SEC
that the company requeststhat the Securities and Exchange
Commission withdraw the Company's Registration Statement on
Form S-3 (File No. 333-61235) relating to common stock, par
value $1.00 per share. The Company has elected not to
proceed with the offering of common stock pursuant to the
Registration Statement at this time based upon changed
circumstances regarding the securities markets.

THE WOODLANDS: Sale May Be Postponed
The sale of The Woodlands racetrack might be postponed from
Oct. 14 because of a question regarding the U.S. Bankruptcy
Court's jurisdiction to approve it, lawyers involved in the
case said Thursday.

The Woodlands greyhound and horse racing facility has been
operated by a bankruptcy trustee since U.S. Bankruptcy
Judge John T. Flannagan rejected the track's reorganization
plan in April and ordered it sold at auction.

The Woodlands' owners appealed Flannagan's ruling to the
U.S. District Court, which, like the bankruptcy court, is
in Kansas City, Kan.

Judge Earl E. O'Connor heard arguments in the appeal
Thursday and said he would try to rule on it by Oct. 23.
The track owners contend that Flannagan made several legal
errors in rejecting their plan to emerge from bankruptcy in  
partnership with an Indian-owned casino.

Meanwhile, Flannagan set a hearing for Oct. 14 on a motion
filed by the trustee to sell the racing facilities at
auction. The creditors want the auction to be held that
same day.

But lawyers for the track and its creditors said that
Flannagan, in a telephone conference Wednesday, questioned
whether he could approve the sale while the appeal was
pending before O'Connor. The lawyers said the judge asked
them to submit briefs on the issue.

At Thursday's hearing, O'Connor said he had talked to
Flannagan about the jurisdiction issue and was uncertain
about the answer. He also said he did not intend to become
involved in the sale. An attorney for The Woodlands also
said Thursday they would file an  objection to the way the
auction has been structured. "The sale notice is stacked in
favor of the creditors," F. Stannard Lentz said.

The buyer of the western Wyandotte County racing facilities
is expected to be a company or companies owned by William
M. Grace of St. Joseph. Grace owns or operates several
gambling facilities in the Midwest and holds about 85  
percent of The Woodlands' $29.7 million debt.
(Kansas City Star; 10/02/98)

Three D Departments, Inc., debtor, intends to file its
application for authority too employ BDO Seidman LLP as its
CPA.  The debtor is seeking to employ the and compensate
the Firm for its services in estimated amounts of $60,000
for the audit and $8,000 for tax returns.

VENTURE: Plan Sees 40%-48% Recovery For Unsecured Creditors
Venture Stores' disclosure statement estimates that general
unsecured creditors will receive between 40% and 48% of
their allowed claim amounts under the former retailer's
liquidating reorganization plan. Substantially all of
Venture's assets have been liquidated and about $76.1
million will be available for distribution on the plan's
effective date, which the company assumes to be Dec. 30.
(Federal Filings Inc. 02-Oct-98)

Meetings, Conferences and Seminars

September 9-13, 1998
      Annual Convention
         Sheraton El Conquistador, Tuscon, Arizona
            Contact: 1-803-252-5646

September 17-20, 1998
      Southwest Bankruptcy Conference
         The Inn at Loretta, Santa Fe, New Mexico
            Contact: 1-703-739-0800
September 17-20, 1998
      Midwest Mid-Year Meeting
         Oak Brook Hills Resort & Hotel
         Oak Brook, Illinois
            Contact: 1-616-372-6500

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

September 23-24, 1998
      1998 Bankruptcy Institute
         Regal Minneapolis Hotel, Minneapolis, Minnesota
            Contact: Minnesota CLE
September 25-26, 1998
      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
      Real Estate Defaults, Workouts, and Reorganization
         Charleston, South Carolina
            Contact: 1-800-CLE-NEWS

October 9-13, 1998
      7th Annual Consume Rights Litigation Conference
         San Diego, California
            Contact: 1-617-523-7398

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

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

November 9-10, 1998
      Conference on Corporate Restructurings: Asia
      Indonesia * Thailand * South Korea
         The Radisson Empire Hotel, New York, New York
            Contact: 1-903-592-5169 or   

November 17-18, 1998
      Retail Credit Card Management & Collections
         Chicago Hilton & Towers, Chicago, Illinois
            Contact: 1-212-714-1444

November 20-23, 1998
      78th Eastern District Meeting
         New York Marriott World Trade Center, New York
            Contact: Warren Pinchuck, New Hyde Park, New

November 30-December 1, 1998
      Distressed Investing '98
         The Plaza Hotel, New York, New York
            Contact: 1-903-592-5169 or   

December 3-5, 1998
      Winter Leadership Conference
         Westin La Paloma, Tuscon, Arizona
            Contact: 1-703-739-0800

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

Febraury 28-March 3, 1998
      Norton Bankruptcy Institute I
         Olympic Park Hotel, Park City, Utah
            Contact: 1-770-535-7722

March 18-21, 1998
      Norton Bankruptcy Litigation Institute II
         Flamingo Hilton Hotel, Las Vegas, Nevada
            Contact: 1-771-535-7722

April 26-27, 1999
      Bankruptcy Sales, Mergers & Acquisitions
         The Mark Hopkins, San Francisco, California
            Contact: 1-903-592-5169 or   

April 28-30, 1999
      INSOL Bermuda '99 Conference of the Americas
         Castle Harbour Marriott Resort
The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to are encouraged.  


The Meetings, Conferences and Seminars column appears in
the TCR each Tuesday.  Submissions via e-mail to 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

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
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balance thereof are $25 each.  For subscription
information, contact Christopher Beard at 301/951-6400.  

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