TCR_Public/981019.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
   Monday, October 19, 1998, Vol. 2, No. 204


AHERF: Drexel Nixes Management of Hospitals' Academic Hub
ARCON HEALTHCARE: Closing Soddy Daisy Clinic
BRUNO'S: Wins Approval of Plan
CITYSCAPE FINANCIAL: Notes Due 2008 Are Exempt

COLUMBIA/HCA: Sues Former Executive Alleging Racketeering
CRIIMI MAE: Ronald B. Rubin Announces Class Action
EUROWEB INTERNATIONAL: Private Placements of Stock
HAYES CORP: Interim $5 Million Dip Pact With NationsCredit
LOGAN GENERAL: Bankruptcy To Stop Takeover of Hospital

LOGAN GENERAL: Haden Recuses Himself From Case
OWENS CORNING: 51% Interest Sale of Adv Glassfiber Yarns
PETRIE RETAIL: Committee Withdraws Plan Support

SOUTHERN PACIFIC: Mortgage Certificates on Rating Watch
THE WOODLANDS: Bankruptcy Judge Postpones Sale
UNITED INFORMATION SYSTEMS: Files Voluntary Chapter 11


AHERF: Drexel Nixes Management of Hospitals' Academic Hub
In an action that could jeopardize the sale of Allegheny
Health Education and Research Foundation's bankrupt
Philadelphia hospitals, trustees at Drexel University
yesterday voted down a proposal to take over management of
the  hospitals' academic hub.

Tenet Healthcare Corp.'s $345 million offer had been
contingent on Drexel entering a management contract to run
the Allegheny University of the Health Sciences, an
academic center that AHERF stitched together with the
acquisition of two Philadelphia medical schools in the past

Tenet quickly said it was working to find another academic
partner. It has maintained in the past that an academic
affiliation is essential to its plans. Dr. Barbara
Atkinson, dean of the medical school at AUHS, said the  
university will continue working on a reorganization plan
for how it can survive on its own.

"Tenet has indicated they intend to go forward, so that's
what we're assuming. There's nothing else we can assume,"
said David Heiman, who serves as legal counsel to the
committee of unsecured creditors. The committee is  
scheduled to meet in Philadelphia today. Still Drexel's
decision raises uncertainties. "This opens the door for
Tenet to back out," said Dr. James Wilberger, vice  
dean for education and student affairs.

Under Tenet's preliminary agreement to buy AHERF's
hospitals, the company would provide the university with
$60 million in endowment money and $30 million in working
capital. The company has also pledged $33 million of
ongoing support in each of the next three years.
That annual support is linked with the university providing
medical residents to help staff the hospitals, Atkinson
said.  Wilberger said AGH remains committed for the next
two years to teaching the AUHS students who have already
made plans to study in Pittsburgh.  (Pittsburgh Post

ARCON HEALTHCARE: Closing Soddy Daisy Clinic
Arcon Healthcare, the Nashville-based rural-clinic chain
that filed for bankruptcy only to announce last week it had
decided reorganizing was "impossible," yesterday informed
employees in at least one of its five remaining clinics
that it will close the facility.

Chief Executive Officer Hud Connery Jr. told employees at
Arcon's Soddy Daisy, Tenn., clinic of the company's
decision, though a date has yet to be announced, clinic
administrator Jim Perkins said.

The company was to meet today with the two real estate
investment trusts that are its landlords, and also is
meeting with other creditors "to discuss an  orderly
transition," Arcon attorney Wallace Dietz said.

The  company, which last week told Assistant U.S. Trustee
Beth Derrick that it had failed to attract the additional
capital it needs to continue, has few options.

One would be to continue operating the clinics while REITs
Capstone Capital Corp. of Birmingham, Ala., and Nationwide
Health Properties of Santa Barbara, Calif., which own the
buildings, look for new companies to operate them.

Another would be to simply shut them down and surrender the
assets back to those that own them. Arcon  which leases
much of its equipment and its facilities  owes the REITs
about $50 million.

Aside from Soddy Daisy, Arcon's remaining clinics  
envisioned as outpatient "hospitals without beds"  are in
Cedar Park, Texas; Pflugerville, Texas; Destin, Fla., and
Santa Rosa Beach, Fla. It earlier shut down facilities in  
Rockwood, Tenn.; Heflin, Ala.; DeFuniak Springs Fla.; and
Mesquite, Nev.

The company filed last month for protection from its
creditors while it reorganized under Chapter 11 of the
Bankruptcy Act. But last Friday, Arcon  representatives
failed to show up for a Nashville meeting with
creditors. A  note from Dietz was left on a door, saying,
"We have determined it is  impossible for the debtors in
these cases to reorganize under Chapter 11." (Copyright

BRUNO'S: Wins Approval of Plan
Bruno's Inc. has won approval of a plan that might help it
emerge from bankruptcy protection. The plan calls for
Bruno's to be independent and debt- free in three years. It
was approved in Atlanta by members of the bankruptcy  
court's creditors committee. The Birmingham-based
grocery chain filed for Chapter 11 protection earlier this
year, listing debts of more than $1.1  billion. (Copyright
The Atlanta Journal / The Atlanta Constitution 10-15-98)

CITYSCAPE FINANCIAL: Notes Due 2008 Are Exempt
Cityscape Financial Corp. reports to the SEC that up to $75
million in aggregate principal amount of 9.25% Senior Notes
due 2008 (the "New Debt Securities") to be issued by
Cityscape Financial Corp. (the "Company") under the
Indenture to be qualified hereby will be offered to holders
of the Company's 12 3/4% Series A Senior Notes due 2004
(the "Old Debt Securities"), pursuant to the terms of the
plan of reorganization (the "Plan of Reorganization") for
all outstanding Old Debt Securities at the exchange ratio
of $250 principal amount of the New Debt Securities for
each $1,000 principal amount of the Old Debt Securities.
The terms of the Plan of Reorganization are contained in
the Solicitation and Disclosure Statement dated August 28,
1998. The issuance of the New Debt Securities is exempt
from registration under the Securities Act of 1933, as
amended pursuant to the exemption provided by the
Bankruptcy Code.
Cityscape Financial Corp. has interim approval to borrow up
to $36 million under a $100 million debtor-in-possession
credit agreement with Greenwich Capital Financial Products
Inc. and up to $50 million under a $150 million DIP
facility from The CIT Group/Equipment Finance Inc. and
Nomura Asset Capital Corp., pending an Oct. 27 final
hearing.  The court concluded in separate orders that,
without the loans, the subprime lender would be unable to
maintain business relationships with vendors,
prospective mortgage borrowers, and customers, or to fund
future loan originations, which are essential to
Cityscape's ability to reorganize. (Federal Filings Inc.

COLUMBIA/HCA: Sues Former Executive Alleging Racketeering
Columbia/HCA Healthcare Corp. filed a $10 million lawsuit
against a former senior vice president alleging a p"pattern
of racketeering" as the executive funneled contracts to
companies owned or controlled by associates.

The lawsuit was filed by Columbia/HCA against Samuel A.
Greco, who had been the hospital chain's senior vice
president for financial operations.  The suit charges
fraudulent schemes perpetrated by Greco over a six-year
period.  The suit alleges that Greco "improperly" too k
advantage of his position to enter into unfair and
fraudulent contracts.  the suit may help Richard Scott,
Columbia's former chairman and Chief executive who has been
at the center of the government investigation which is
intent on showing that Scott and his top executives worked
together to defraud Medicare. (The Wall Street Journal 16-

CRIIMI MAE: Ronald B. Rubin Announces Class Action
Ronald B. Rubin, Chartered  announces that on October 9,
1998, a securities class action lawsuit was filed  in the
United States District Court for the District of Maryland
against certain officers and directors of CRIIMI MAE, Inc,
(NYSE: CMM) ("CMM" or the "Company") on behalf of all
persons who purchased the Company's securities at  
artificially inflated prices (the "Class") between June 30,
1998 and October 5, 1998, inclusive (the "Class Period").

The complaint charges certain officers and directors of the
Company with violations of Sections 10(b) and 20(a) of the
Securities Exchange Act of 1934, as amended. The Complaint
alleges that defendants issued a series of materially
false and misleading statements concerning the Company's
assets, earnings, and  capital position. Because of the
issuance of a series of false and misleading statements,
the price of CMM securities was artificially inflated
during the Class period.

EUROWEB INTERNATIONAL: Private Placements of Stock
As of September 16, 1998 Euroweb International Corp.
completed a private placement of 533,333 shares of its
Common Stock for $400,000 with J.P. Carey Inc., as
placement agent. As of September 16, 1998, the company
completed a private placement to an investor of 333,333
shares of its Common Stock for $250,000. The company paid
no fees or had any direct costs in connection with this
sale. In September 1988, the company received $135,000 from
the exercise of 135,000 outstanding Options to purchase
135,000 shares of Common Stock at an exercise price of $1
per share.

NASDAQ SmallCap Market requires companies to have net
tangible assets of at least $2 million for continued
listing on such market. Euroweb International Corp.
reported in its 10-QSB for the six month period ended June
30, 1998, its most recent SEC Filing prior to the instant
filing, net tangible assets of $1,979,035, or approximately
$21,000 below NASDAQ requirements. The same 10-QSB
showed for the three month period ended June 30, 1998, a
loss of $102,292 of which $ 97,000 represented amortization
of goodwill. As a result of the aforesaid transactions,
management of the company believes it currently complies
with all of the NASDAQ requirements for continued listing.

Effective October 1, 1998, Euroweb International Corp.
appointed Csaba Toro, a Director and Vice President of the
company. Effective October 1, 1998, Registrant approved
Robert Genova as its President. Prior thereto Mr. Genova
served as a Director of the company and as its Treasurer,
which position Mr. Genova will continue to hold.

HAYES CORP: Interim $5 Million Dip Pact With NationsCredit
As Hayes and lender NationsCredit Commercial Corp. try to
reach an agreement that provides permanent debtor-in-
possession financing, the company has approval to borrow up
to $5 million under a 30-day DIP facility from
NationsCredit.  Hayes said it plans to use the DIP facility
for working capital purposes pursuant to a budget that was
filed under seal, first day payments, and restructuring
charges associated with outsourcing manufacturing
operations and consolidating the company's businesses.  The
company's operations currently are structured around three
core product categories: modems; broadband products; and
access systems.  A final hearing on the company's emergency
motion for approval of the $5 million facility is scheduled
for Nov. 6. (Federal Filings Inc. 16-Oct-98)

LOGAN GENERAL: Bankruptcy To Stop Takeover of Hospital
Vowing to stop a court-ordered takeover of Logan General
Hospital "in its  tracks," administrator C. David Morrison
has told his employees that the 132- bed facility will
instead file for bankruptcy.  Morrison sent a letter to
Logan General staff on Tuesday, as a response to Friday's
ruling by U.S. District Judge Charles H. Haden II placing
the debt-troubled hospital under federal receivership.
"We will take what may have been the implied advice in the
federal judge's ruling last Friday and seek the protection
of the bankruptcy court by filing a petition for a Chapter
11 reorganization," Morrison's letter said.

During Friday's hearing, Haden had commented that
bankruptcy court could  prove "an efficient and
accommodating mechanism" for Logan General to
resolve  its debts. But Haden also noted that the hospital
appeared reluctant to file.  Haden issued a written order
in the case Tuesday stating that he will appoint a
receiver. While Haden ordered the takeover of Logan General
on Friday, he asked the parties in the case to suggest
names by next week before  
he appoints anyone.

Logan General lawyer David Higgins said Tuesday that while
Morrison may change his mind, the decision to file for
bankruptcy is still his to make.   "The judge has made it
clear that he'll appoint a receiver. Up until he does
that, Mr. Morrison can file under Chapter 11," Higgins
said. "That's a consideration. I can't tell you that's
going to happen."

Chapter 11 would allow Logan General, the state's seventh-
largest hospital, to present a bankruptcy judge with a plan
to reorganize and address its debts. Chapter 11 could also
allow Morrison and his management team to remain in charge.
Any receiver appointed by Haden would replace Morrison, who
earned more than $316,000 in 1996 - the last year figures
were available - as administrator  of both the hospital and
its sister company, Monterra Development Corp.

Logan General's money woes began when it started funneling
more than $18 million to Monterra for a strip mall project
in the Logan area. At least one of the creditors of the
nonprofit hospital has challenged that transfer of  
hospital funds to a for-profit venture.  The creditor, The
Bank of New York, contends it violated the terms of a $31.4
million bond issue it has with the hospital. The bank sued
for a receiver  after Logan General missed payments on the
bond issue.  If Logan General files for bankruptcy, the
bank or another creditor could ask the bankruptcy judge to
appoint a trustee who could replace Morrison.  With such a
filing, "the takeover of our hospital by the Bank of New
York will be stopped in its tracks," Morrison wrote. The
filing "will give us the breathing room we need," he
continued, while saving the more than 300 full-time jobs at
the hospital.

State tax officials have agreed to a plan to allow Logan
General to pay off its $6.7 million tax debt. The
hospital's lawyers have presented a similar plan
to the Internal Revenue Service, owed between $7 million
and $8 million.  Morrison's letter said that the hospital
will also increase efforts to collect about $16 million
owed by Medicare, insurers and individuals. Logan  
General in turn owes $4.7 million to Medicare for earlier
overpayments. Higgins said Morrison has also reduced his
combined salary to about $160,000 this
year. (Charleston Gazette - 10/14/98)

LOGAN GENERAL: Haden Recuses Himself From Case
On October 15, 1998 a report in the Charleston Gazette
stated that Federal bankruptcy court may not protect the
job of Logan General Hospital Administrator C. David
Morrison, if a hospital creditor continues to question its
funding of a strip mall and other finances.  The Bank of
New York will not stop Logan General from filing for
bankruptcy, one of its lawyers said Wednesday. But it
remains concerned over how the hospital mishandled a $31.4
million bond issue with the bank.  "The bank has no
interest in seizing the hospital," lawyer Phil Melick said.
"The bank and the bondholders and the people of Logan all
want to see this hospital continue to operate.

Any receiver would replace Morrison and other hospital
administrators. Bankruptcy law would allow the bank to
request a trustee, who in turn could remove Morrison and
his management team.   Meanwhile, Haden stepped down from
the case Wednesday, citing a letter he received about the
bankruptcy plans from "Various Logan General Hospital  
Employees." Haden quoted the unsigned letter in his order
recusing himself.

"Now we're hearing from Mr. Morrison that a 'back office'
deal has been made in which the hospital will be allowed to
file for bankruptcy, and he and his staff will remain in
power," the letter said.  "He is also making his 'brags'
that the bankruptcy attorney is your son-in- law and that
"everything is going to work out for him," the letter
continued.  The in-law, W. Bradley Sorrells, represents the
hospital as it considers bankruptcy, Morrison confirmed
Wednesday. Morrison rejected the letter's allegations.
"There's no back-room deal," he said. "We've thought about
and prepared for Chapter 11. It will be a typical Chapter
11. We hoped that we could avoid it, but have not been able

Haden's order said that he was unaware of any deals. The
district judge could not preside over any bankruptcy
filing, it noted, and Sorrells does not  represent Logan
General in any case before him.  Haden's order said the
anonymous letter, "its contents and its implicit
charge represent an improper contact with this court, done
in an apparent attempt to influence the court's decision
making."  Haden decided to recuse himself on his own motion
"to assure interested  parties and the general public that
when difficult decisions must be made that  those decisions
will not be influenced by improper contacts with the court
or  by conflicts of interest," the order said.

The Bank of New York contends that Logan General violated
the bond agreement by missing payments and transferring at
least $18 million for the mall built by its sister company,
Monterra Development Corp.  Morrison administers both
Monterra and the hospital. Monterra has developed a number
of projects besides the mall, according to Steve Shride, a
Milton management consultant hired by Logan General.

Logan General's other debts include nearly $2 million it
allegedly owes Citicorp Leasing, which filed suit in
federal court in New York last month. The suit says the
hospital has missed payments since February on a lease for
medical, office and landscaping equipment.

Marvel Enterprises, Inc., the new company formed by toy
maker Toy Biz Inc.'s acquisition of Marvel Entertainment
Group, Inc. named Morton Handel chairman and said it will
seek a chief executive. (The Wall Street Journal 16-Oct-98)

OWENS CORNING: 51% Interest Sale of Adv Glassfiber Yarns
Owens Corning reports to the SEC that on September 30,
1998, Owens Corning, a Delaware corporation (the
"Company"), completed the sale (the "Sale Transaction") of
a 51% membership interest (the "Transferred Interest") in
Advanced Glassfiber Yarns LLC, a Delaware limited liability
company ("AGY"), to AGY Holdings, Inc., a Delaware
corporation ("Holdings").

Holdings is a wholly-owned subsidiary of Glass Holdings
Corp., a Delaware corporation ("GHC") and a wholly-owned
subsidiary of Groupe Porcher Industries, a French
corporation ("Porcher").  Porcher and its affiliates are
existing customers of AGY.  The Company has indirectly
retained a 49% membership interest in AGY through
Jefferson Holdings, Inc., a Delaware corporation and a
wholly-owned subsidiary of the Company ("Jefferson").
On July 1, 1998, the Company contributed to AGY
substantially all of the assets comprising its glass fiber
yarns and specialty materials business in exchange for a
100% membership interest in AGY.  On July 31, 1998, the
Company contributed a 49% membership interest in AGY to
Jefferson and entered into an LLC Interest Sale and
Purchase Agreement with AGY and GHC pursuant to
which the Company agreed to sell the Transferred Interest
price of $331,500,000.  Upon the closing of the Sale
Transaction, AGY made a special pro rata distribution of
$390,000,000 to its members, including a $191.1 million
distribution to Jefferson.  Additionally, in accordance
with the Sale Agreement, Jefferson received a further
distribution from AGY of $9,262,000 in regard to AGY's
estimated closing date net asset valuation.  At the
conclusion of the Sale Transaction and distributions, the
Company and its subsidiaries received aggregate cash
proceeds of $529,612,000 (net of certain transaction
Simultaneously with the closing of the Sale Transaction,
the Company and AGY entered into a number of agreements
pursuant to which the Company and AGY have agreed to sell
or make available to one another various raw materials,
certain services, capital equipment and products over a
five to seven-year period on agreed terms and prices.

PETRIE RETAIL: Committee Withdraws Plan Support
Doubting that Petrie Retail Inc. will have enough cash on
the effective date to satisfy fully priority and
administrative claims, the official committee of unsecured
creditors has withdrawn as a proponent of the company's
joint reorganization plan.  The panel's concern is derived
from the lower-than-expected sale price of Petrie's G&G
Shops Inc. unit and the extensive amounts of administrative
and priority tax claims asserted against the estate.  
Company estimates indicate the existence of $38 million to
$48 million of allowed administrative claims (excluding
professional fees paid on an interim basis), $4 million to
$12 million of allowed priority tax claims, as well as up
to $600,000 of miscellaneous secured claims and up to
$800,000 of allowed priority claims.  All told, Petrie
surmised that it would need between $42 million and $61
million on the effective date for plan consummation.
(Federal Filings Inc. 16-Oct-98)

On October 14, 1998 the Pittsburgh Post-Gazetter reports
that the Penguins filed for bankruptcy protection
yesterday, beginning a legal odyssey that the owners hope
will lead them into a new Pittsburgh arena but that some
fear could take them out of town.

The immediate effect of the team's filing for Chapter 11
protection in U.S.  Bankruptcy Court is to shield it from
obligations to creditors, allowing it to  stay in business
while it sorts out its financial problems.

Players, coaches and other team employees will be paid and
games will go on as scheduled. The Penguins, who were about
to run out of money but insist they were not in danger of
failing to meet their payroll, will seek emergency
loans  as part of the bankruptcy.

Resulting legal proceedings and negotiations over the next
several months will determine whether the team has a future
in Pittsburgh.

"Our reason for doing this was to keep the Penguins viable
and in Pittsburgh," said Roger Marino, one of the team's
two owners. "When you're in protection, you're able to put
money into the team rather than worrying about who else is
going to come in and grab it. That's what this team needs
right now in the short term."

Howard Baldwin, Marino's equal partner, agreed, but he
added that in the long term, the team will need a new arena
to survive here. When the Toronto Maple Leafs move into a
new facility in January, the 37-year-old Civic Arena  
will be the NHL's oldest building.

Marino has estimated that he has spent $30 million of his
own money in sustaining the franchise since spending $40
million to join the ownership group in May of 1997.

A year after saying a $12.9 million infusion of public
funds would keep them in the Civic Arena, and happy, until
June 2007, the Penguins, by filing for bankruptcy, raise
the prospect  that the court could dissolve their
Civic Arena lease, leaving them free to move.

That possibility increases the pressure on city and county
officials to accommodate the team's demand for a new arena.

Penguins owners yesterday continued to express their anger
over a joint lawsuit filed by the Public Auditorium
Authority and Civic Arena landlord SMG Pittsburgh Inc. last
week, a move that asked for an injunction  that bars team  
officials from having any discussions about moving the team
before its lease commitments expire in 2007. Under Chapter
11, the Penguins can ask the bankruptcy judge to break the

"It's a shame," SMG President Wes Westley said of the
Penguins' bankruptcy.  "I hope this works out. I have a lot
invested in Pittsburgh. Not just money, but a lot of
emotion. The real risk here is that the Penguins
get their lease  rejected. That's why it's so important
that we filed that injunction. It will be much harder for
them to break something like that than it would a lease."

The Penguins have made progress curing their other
financial troubles. They are close to agreement with Fox
Sports Network on a revised broadcast rights  
deal that would bring more revenue to the team, and they
have reached a partial agreement with retired center Mario
Lemieux in a dispute over nearly $30 million the team owes

But talks with SMG aimed at reducing the Penguins' annual
rent and increasing its take of Civic Arena revenues have
gone nowhere. Marino said he considers SMG to be the
Penguins' largest remaining obstacle toward financial
viability and the main reason the team would want to leave
the Civic Arena. As long as the Penguins stay there, they
must share in nearly all profits in the building from such
things as concessions, or on the immediate surrounding
property, where various developments have been proposed.

Westley said SMG has been willing to help the team regain
its financial footing.

He said he wrote a letter that was hand-delivered to the
Penguins on Monday,  offering concessions he said would
help the team become profitable again. The letter offers
Marino, "relief by granting you 100 percent of its share of  
naming rights, purchasing the defunct minor-league team you
are holding and working closely with you to maximize your
share of arena profits."

Based on a five-year, $6 million deal the Penguins had
nearly struck with Allegheny Energy for Civic Arena naming
rights last year, SMG's total share of such a contract
would be worth roughly $3 million. The defunct minor-league  
team the Penguins hold is the former Cornwall, Ontario,
franchise of the American Hockey League, but the Penguins
have made plans to place the team in a new arena in Wilkes-
Barre next season and they are expecting it to turn a  

"In legal terms," Marino added, "it's like asking someone
to sell their first-born, then offering it back to them."
Marino said he expects the **bankruptcy** issues to be
resolved by the end of  the NHL regular season in June.
For now, at least, the city and county officials who
negotiate with the Penguins are furious, believing the team
has reneged on a commitment barely a year old.

In exchange for $12.9 million from the city and county for
Civic Arena improvements, the team last year signed an
agreement to stay there until June 2007. Baldwin said at
the time that the arena was adequate.

"A new arena was never part of the discussion," said Steve
Leeper, executive director of the Public Auditorium
Authority, the city- county agency that owns the Civic
Arena. "Think of the absurdity of it. You have a difficult
time having serious, businesslike discussions with an
organization that behaves in that fashion."

In a statement last night, Mayor Murphy said: "In spite of
the team's recent financial setbacks, we want to keep the
Penguins in Pittsburgh." The statement added that the city
"is committed to protecting the taxpayers' contribution  
that benefitted the team and will act accordingly as the
legal proceedings move forward."

Two elements had kept the Penguins from declaring
bankruptcy as early as two months ago.  First, Baldwin
vowed in early August that as long as he was an equal
partner in the franchise, he would not allow it to go into
bankruptcy.  Then, NHL Commissioner Gary Bettman made it
clear he would exercise his right to seize the franchise
should it declare bankruptcy.  Bettman, who had been deeply
involved in the Penguins' negotiations with their various
creditors the past few weeks, was able to perform an about-
face on the subject because the NHL bylaws say that an
owner "risks forfeiture" of a  franchise in the event of
bankruptcy. After reviewing the Penguins' situation,
however, Bettman chose not to act, an option which also
is permitted under the  bylaws.

"While we are disappointed that this step has become
necessary," Bettman said from the league's New York
headquarters yesterday, "it results from the  
inability of the team to negotiate satisfactory
arrangements to continue to operate in a financially viable
manner under current conditions."

Three corporate entities that own the Penguins filed for
the bankruptcy protection: Pittsburgh Hockey Associates,
Pittsburgh Sports Associates Holding Co. and HBRM LLC.

Pittsburgh Sports Associates Holding Co. and Pittsburgh
Hockey Associates each reported assets and liabilities of
$50 million to $100 million. Pittsburgh Hockey Associates
said it had 200 to 999 creditors; the holding company
did not  list a figure.

HBRM said it had 100 to 199 creditors; assets of $500,000
to $1 million; and liabilities of $50 million to $100

Lemieux was the largest creditor listed in the filings,
which said he was owed nearly $28.7 million.  The NHL was
second, at nearly $1.5 million.  Attorneys for the Penguins
said they would be in U.S. Bankruptcy Court later his week
with several emergency motions related to the case,
including a request that the team be allowed to continue
meeting its pre-bankruptcy payroll.

Robert Sable, the team's bankruptcy attorney, said the case
was filed this week because "the season is starting and
payroll demands become heavy at the start of the season."  
He said the team would have been unable to meet its  
payroll this week without protection from creditors.
Warden said players and employees would have been paid even
if the team hadn't filed for bankruptcy protection.  "We
would've not paid some other things," he said.  (Pittsburgh
Post Gazette -10/14/98)

SOUTHERN PACIFIC: Mortgage Certificates on Rating Watch
Duff & Phelps Credit Rating Co. (DCR) has placed the
classes of Southern Pacific Secured Assets Corp. (SPSAC)
Mortgage Loan Asset-Backed Pass-Through Certificates Series
1997-2 on Rating Watch. DCR has reaffirmed its ratings on
all classes of 11 other rated, publicly traded residential
mortgage-backed series of SPSAC, the securitization vehicle
of  Southern Pacific Funding Corporation (SPFC). These
actions have been prompted  by the recent bankruptcy filing
by SPFC.

Ratings on classes of the following series are reaffirmed:

    SPSAC 1995-1
    SPSAC 1995-2
    SPSAC 1996-1
    SPSAC 1996-2
    SPSAC 1996-3
    SPSAC 1996-4
    SPSAC 1997-1
    SPSAC 1997-3
    SPSAC 1997-4
    SPSAC 1998-1
    SPSAC 1998-2
    Series 1997-2 is a senior/subordinated structure,
serviced by Advanta Mortgage Corp. USA.  This series is
experiencing high delinquency, foreclosure and REO rates,
which are above DCR's expectations.  Realized losses
to date have been limited, as few properties have been
liquidated.  The transaction currently is generating
sufficient excess cash flow and building  
overcollateralization on or close to schedule.  DCR has
placed the most junior class of each pool of the Series
1997-2 on Rating Watch--Down as it monitors  
loss severities on the defaulted loans.  The other rated
classes have been  placed on Rating Watch--Uncertain.

DCR has reaffirmed the ratings of the other above-
referenced SPSAC series based on their 100 percent
financial guaranty insurance policies from MBIA Insurance
Corporation, although each of these series is also
performing worse than DCR's expectations.

Advanta Mortgage Corp. USA is the servicer on all except
four of the referenced  series. Imperial Credit Industries,
Inc. is servicing Series 1995-2, and SPFC
is servicing Series 1997-4, Series 1998-1 and Series 1998-

SPFC faces likely near-term replacement as servicer
of the  three most recent series.  Pursuant to the
provisions of a Chapter 11 filing, an automatic stay of
interested parties' rights and remedies has been imposed  
by the bankruptcy court pending its ruling on the case.  
This ruling will include a determination of the appropriate
resolution of servicing responsibilities for the three
affected series.  While there is always the possibility
that a transfer of servicing may give rise to a change
in the  nature of the cash flows, it would not affect the
overall quality of the certificates owing to MBIA's
financial guaranty insurance policies.

In addition to the concerns noted above, the ability of
SPFC to meet repurchase obligations under its
representations and warranties is in question as a
result of its compromised financial condition. (PR Newswire

Stratosphere Corp., which operates the tower casino,
Wednesday said it completed reorganization under Chapter 11

The company's previous stock was canceled, and new shares
were issued to bondholders.

Financier Carl Icahn controls 85 percent of the 2 million
new shares. (Las Vegas Review-Journal; 10/15/98)

THE WOODLANDS: Bankruptcy Judge Postpones Sale
U.S. Bankruptcy Judge John T. Flannagan on Wednesday
postponed the sale of The Woodlands, saying the procedures
for auctioning the western Kansas City,  Kan., greyhound
and horse racing facility were  "stacked in favor of the

The track was to have been auctioned off after Wednesday's
hearing.  Flannagan scheduled a conference for Nov. 3 to
work out sale procedures that he said would be fair to all
prospective bidders. Lawyers said a sale  
could be held late next month.  Urging Flannagan to move
the sale along as quickly as possible were Eric C. Rajala,
whom Flannagan appointed in June as trustee of The
Woodlands, and Dale Somers, a lawyer for the Kansas Racing
and Gaming Commission.  Rajala said the track, which has
been operating during the bankruptcy proceedings, has
problems with cash flow, maintenance and employee morale.
"We need to get this (sale) done as soon as possible,"
Rajala said.

William M. Grace, who holds 85 percent of The Woodlands'
$29.7 million mortgage debt and is expected to buy the
facility, said he was disappointed at the delay but
remained patient.

"All we want to do is get the auction done," he said after
the brief hearing. "I don't care what is in the bid

The track's owner, Hollywood Park Inc., of Inglewood,
Calif., contended that several factors reduced the prospect
of attracting bidders other than Grace. Those factors
included exempting the creditors from requirements for
a  $3 million minimum bid and $1 million in earnest money.
Also, the creditors would have been able to match any other
high bid and emerge with the track.

On a related matter, Flannagan decided that he had
jurisdiction to approve the sale while an appeal of an
earlier ruling was pending in another federal court.
Hollywood Park is appealing Flannagan's rejection in April
of The Woodlands' plan to emerge from bankruptcy in
partnership with an American Indian-owned casino. (Kansas
City Star - 10/15/98)

UNITED INFORMATION SYSTEMS: Files Voluntary Chapter 11
On July 22, 1998, United Information Systems, Inc., a
Florida corporation, Case No. 98-16621-BKC-AJC, and United
Information Systems, Inc., a Delaware Corporation, Case No.
98-16634-BKC-AJC, filed voluntary petitions for relief
under Chapter 11 of the United States Bankruptcy  Code in
the bankruptcy court for the Southern District
of Florida, Miami Division. On September 24, 1998, the
bankruptcy cases were converted to cases under Chapter 7 of
the United States Bankruptcy Code. James S. Feltman was  
appointed as the Chapter 7 Trustee.

The attorneys for the Chapter 7 Trustee are Jerry M.
Markowitz and the law firm of Markowitz, Davis, Ringel &
Trusty, P.A.

Westmoreland Coal Co. heads into bankruptcy court in Denver
today for hearings that could determine the survival of the
144-year-old company that only recently moved to Colorado
Springs.  But however it's resolved, the bankruptcy case
won't have a big economic impact locally. Westmoreland,
which moved here in 1995, has only 36 employees -  15 in
Colorado Springs - and no coal-mining operations in the
state. But the bankruptcy scores big in the curiosity

At issue is the survival of a historic coal company with
deep roots in Appalachia that once employed 10,000 miners.
Now, Westmoreland is trying to endure by focusing on other
energy interests.

Westmoreland landed in bankruptcy court in December 1996
because it couldn't meet a $20 million yearly payment to a
handful of retired mine workers' pension and health-care
funds. After more than a year of talks, company officials  
failed to negotiate a new payment plan with the United Mine
Workers of America and the funds. Much has changed in the
past two years, and now Westmoreland wants out of
bankruptcy court.   "What you see is a company that comes
out of this with very strong operating  businesses, over
$100 million in cash and investments, no debt and very
lean, low overhead costs," said Christopher Seglem,
Westmoreland president, chairman and chief executive
officer, arguing for a dismissal. "It is what we were  
aiming for back in 1992," when the company's restructuring

But the company's biggest creditors - the funds that
provide lifetime benefits for retired mine workers - won't
easily be convinced. During the next two days, Westmoreland
will argue its motion to have its bankruptcy dismissed, and
a committee of Westmoreland shareholders will press to have
the company's Chapter 11 reorganization case converted to a
Chapter 7 liquidation.   Westmoreland says two important
things have occurred since late 1996, when  
its restructuring was still incomplete.

First is an "exceptional improvement in (the company's)
financial condition" that has given Westmoreland about $117
million in cash, according to its dismissal motion. The
company's coal-mining subsidiary in Montana, for example,
shipped a record 7.1 million tons of coal in 1997, the
company says. Westmoreland says it now can pay all of the
undisputed claims in its bankruptcy case with interest -
about $34.7 million.

Second is a recent decision in the bankruptcy case of
Sunnyside Coal Co.,  handed down in the 10th circuit U.S.
Court of Appeals in Denver. That decision  said claims by
retiree benefit funds can't include future payments.

Westmoreland is arguing that the Sunnyside decision should
erase a ruling handed down by the Westmoreland bankruptcy
judge in June. That ruling said Westmoreland owes one of
the three funds in its case $146 million for past and  
future payments. The funds have objected to Westmoreland's
dismissal motion, as well as to the shareholders' motion to
liquidate, said Doug Gibson, UMWA spokesman in Washington
D.C. The funds are administered by trustees who are
representatives of the UMWA and Bituminous Coal Operators

Gibson declined to comment on how the funds ultimately want
the case resolved. "We're not sure where (the case) is
going," Gibson said. "Our main concern is to preserve
retired members' right to health care. Whether Westmoreland  
survives is not an issue for us."

Westmoreland is the nation's oldest independent coal
company. In the early 1990s, faced with aging mines and
rising operating costs, Seglem began restructuring. Part of
that effort involved moving the company's headquarters  
from Philadelphia to Colorado Springs.

Since the late 1980s, Westmoreland has sold or closed all
of its East Coast coal operations, cut overhead costs and
restructured a power agreement it had with a New York
utility, netting the company $30 million.

Today, Westmoreland owns interests in eight independent
power plants; an 80 percent share of Westmoreland Resources
Inc., a surface-mining operation in Montana; and 20 percent
of a coal-storage and vessel-loading facility in Newport
News, Va. (Gazette - 10/14/98)


The Meetings, Conferences and Seminars column appears in
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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-
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Debra Brennan and Lexy Mueller, Editors.   

Copyright 1998.  All rights reserved.  ISSN 1520-9474.  
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