TCR_Public/981026.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 26, 1998, Vol. 2, No. 209


AID AUTO: Looks Into Prior Financial Statements
AMERICAN TELECOM: Needs Court OK To Be Phoenix Subsidiary
AMRESCO INC: Sale of $936 Million in Mortgage Loans
BOSTON CHICKEN: Captec Net Lease Realty Reports High Demand
BOSTON CHICKEN: New Filing Announced

CAJUN ELECTRIC: Letter to the Editor
CAMPO ELECTRONICS: Closes 20 Stores; 400 Left Jobless                    
CRIIMI MAE: DCR Changes CMBS Transactions To Rating Watch
CRIIMI MAE: Vice President Sold Shares After Filing
DANNY'S: Troubled Grocery's Employees Sacrifice Salaries

FULCRUM DIRECT: Seeks Extension of Post-Petition Financing
FULCRUM DIRECT: Taps DJM Asset Management
GORGES QUIK: Exiting Raw Ground Beef Business
HUNGARIAN TELEPHONE: Agreements With Citizens Utilities
KOENIG SPORTING GOODS: Disclosure Statement and Plan

LONG TERM CREDIT: Government To Take Over Bank
LEVITZ FURNITURE: Seeks To Sell Property Package For $26.5M
LYNX GOLF: Announces Sale of Assets To Golfsmith Int'l.
MEGO MORTGAGE: Stock Ownership Reported
MID-ISLAND: to Emerge From Bankruptcy

MOLTEN METAL: Offer To Purchase Wet Assets
ORANGE COUNTY: Fuji Wins Ruling
PARADISE HOLDINGS: Order Authorizes Sale of Assets
PINNACLE BRANDS: Sale Doesn't Hinge on MLB Talks
RAND ENERGY: Seeks Chapter 11 In Delaware

SCOTT CABLE: Entry of Bar Date
SOUNDWILL HOLDINGS: Sell-Off To Help Cut Debt Of $2.1b
SOUTHERN PACIFIC: Meeting of Creditors and Bar Date Set
SUN TV: Biggest Quarterly Loss In Its History
SWALLEN'S: Plan Pays Retirees

VENTURE STORES: Disclosure Statement Wins Approval
WIRELESS ONE: Common Stock Will Trade On OTC Bulletin Board


AID AUTO: Looks Into Prior Financial Statements
AID Auto Stores Inc., the financially troubled retail chain
based in Westbury, said yesterday that it had "commenced an
investigation of the accuracy of certain of its prior
financial statements."

The statement did not indicate which statements were
involved or what had precipitated the inquiry.

Company chief executive Philip Stephen's statement said,
"The company believes that such investigation will take
approximately two to three weeks. Once the process is
completed, the company will make a public announcement of  
the results . . ."

Citing a credit financing charge and lower demand for car
care products during this year's mild winter, the chain of
about 40 New York area stores reported lower revenues and a
$4.3 million loss for 1997. It reported losses of
$986,000 and $759,000, respectively, for the first and
second quarters of this year. (Newsday-10/23/98)

AMERICAN TELECOM: Needs Court OK To Be Phoenix Subsidiary
Tiny Phoenix International Industries wants to buy a 34-
employee long-distance company in Syracuse, N.Y., and move
it to West Palm Beach within six months.  But before
Phoenix can complete the deal, it will have to pay off $3
million in debt incurred by American Telecom when a slew of
its customers in New York didn't pay their phone bills.

American Telecom filed for Chapter 11 bankruptcy protection
in February.  American and Phoenix filed a reorganization
plan Monday, but it has to be approved by a bankruptcy
judge before American can emerge from Chapter 11  
protection and become a Phoenix subsidiary.  The four-
employee Phoenix (OTC: PHXU, 63 cents) says it will pay $5
million for American Telecom and for Metrotel, a prepaid
calling card company that shares office space and employees
with American Telecom.

American Telecom is a long-distance reseller licensed in 49
states, according to Phoenix. The Syracuse company, which
provides service using other long-distance companies'
lines, says it has more than 100,000 customers  
nationwide. It did not have a breakdown for Florida.
Phoenix said American Telecom had $7.5 million in sales in
1997 and a $1.3 million profit. The company was
incorporated in Fort Lauderdale five years ago.

Phoenix is a telecommunications holding company. Its four-
employee office is on Osceola Drive in suburban West Palm
Beach. It shares office space with a two- employee
subsidiary named HDX 9000, which specializes in Year 2000
compliance and systems engineering.

This year, Phoenix bought Hospitality Communications, a
two- employee phone service broker in Myrtle Beach, S.C.,
and sold Intuitive Technology Consultants, an Atlanta
personnel placement software firm.  Phoenix was formed in
1985 as an environmental cleanup company. It was bought in
the mid-1990s by Gerard Haryman, a Palm Beach investor and
real estate developer.

The company reported revenue of $1.2 million for the nine
months ended Feb. 28 and a net loss of $745,000. For the
same period during the previous year, the company reported
no revenue and a $215,000 net loss.  The 52-week high for
Phoenix's stock was $2.03 in October 1997; its 52-week low
was 41 cents a share in January. (Palm Beach Post -

AMRESCO INC: Sale of $936 Million in Mortgage Loans
announced that it has completed the sale of $936 million in
commercial mortgage loans. The cash proceeds from
the sale were used to payoff the warehouse facility used to
finance the mortgage loans, with the remainder used for
other corporate needs. The company has also
entered into a commitment to sell an additional $400
million in home equity loans. This commitment is expected
to close by October 23, 1998. As a result of these
transactions, AMRESCO will have less than $100 million in
home equity loans remaining on its balance sheet.

AMRESCO received a price of 100.625 percent of par for the
loans.  Additionally, AMRESCO retained an interest in the
loans that provides for participation in the profits from a
subsequent sale or securitization of the loans. The company
has also mutually agreed with a third party loan seller to
terminate a commitment to purchase an additional $260
million of home equity loans. The company expects to
recognize a fourth quarter pre-tax loss related to
these items ranging from $40 to $45 million. As a result,
the company does not have any significant unfunded home
equity loan commitments.

"Although the loss resulting from this loan sale is
disappointing, we believe that this transaction greatly
benefits the company by reducing the size of our balance
sheet, improving liquidity and eliminating the risk of
margin calls related to the market value of the loans and
hedge positions," said Robert H. Lutz, Jr., chairman and

In conjunction with this transaction, AMRESCO has closed
its hedge position related to the mortgages and thereby has
eliminated the potential for future margin calls related to
these hedges and mortgage loans. The gain resulting from
the loan sale was offset by hedging losses, resulting in a
$35.8 million net loss.

Earnings per share for the recently completed third quarter
are expected to be nominal, ranging from $0.00 to $0.03 per
fully diluted share.  This level of profitability reflects
the mark to market of the company's entire commercial
mortgage portfolio at quarter end, including unfunded
commitments.  AMRESCO expects to provide a full earnings
release on October 20, 1998.

AMRESCO, INC. is a diversified financial services company
specializing in commercial and residential real estate and
home equity lending; asset management workout services; and
commercial finance. The company is headquartered in Dallas.

BOSTON CHICKEN: Captec Net Lease Realty Reports High Demand
Captec Net Lease Realty Inc., Ann Arbor, Mich., yesterday
reported that the recent announcement of Boston Market
stores closings, as a result of Boston Chicken Inc.'s
chapter 11 filing, has sparked significant interest from
outside parties seeking to lease the closed stores in
Captec's portfolio, according to a newswire report. The
real estate investment trust (REIT), which invests in long-
term net leased restaurants and retail properties, holds
the leases of 14 closing stores, nine of which were
included in the filing. Chairman and CEO Patrick Beach said
that he has always been confident of the value of its
Boston Market properties and that this is an opportunity
"to put the Boston Chicken issue behind us, to quickly re-
tenant the closed properties and shift investors' focus
back to the strength of our total portfolio..." (ABI 23-

BOSTON CHICKEN: New Filing Announced
BC Northwest, L.P. operating 56 Boston Market  
locations in the Pacific Northwest has filed for Chapter 11
protection, it was  announced today by John Davidson,
managing agent for the debtor.

CAJUN ELECTRIC: Letter to the Editor
To the Editor:

A colleague of mine at Altheimer & Gray in Chicago, Gary S.
Hand, gave me [the October 21 edition of] the Troubled Company
Reporter ("TCR").  As you may know, this office represents
the Committee of Certain Members of Cajun Electric (the
"Committee"), a voluntary association of six of the eleven
currently-extant members of Cajun Electric Power Cooperative,
Inc. ("Cajun"), in the Cajun bankruptcy proceeding.  In the
October 21 edition of TCR, you featured a short item regarding
a recent Bankruptcy Court Order enjoining the Commissioners of
the Louisiana Public Service Commission ("LPSC"), the Louisiana
state agency that regulates the wholesale rates Cajun may charge
to its customers (including the members of the Committee).  
The item failed to fully and fairly describe the Bankruptcy
Court's Order.

On October 13, 1998, the Bankruptcy Court held a hearing on the
Trustee's Motion for Preliminary Injunction in an adversary
proceeding brought by the Trustee against the Commissioners of
the LPSC.  In his four-count Complaint, the Trustee alleged that
a pending LPSC rate investigation of Cajun violates certain
Bankruptcy Court orders, encroaches on the jurisdiction of the
Bankruptcy Court, and violates the automatic stay and
anti-discrimination provisions of the Code.  The Trustee sought
a preliminary injunction on all four counts of his Complaint.  
That relief, if it had been granted, among other things, could
have prevented the LPSC from continuing the entire rate

In his oral ruling of October 13, Bankruptcy Judge Gerald H.
Schiff denied the preliminary injunction as to each and every
one of the four counts.  In fact, Judge Schiff specifically
found that the Trustee could not establish a substantial
likelihood of success and/or a substantial threat of irreparable
harm in connection with any one of those four counts.

Consequently, the Court expressly permitted the current rate
investigation to continue.  However, the Court expressed its
concern that ultimate action by the LPSC in the rate case might
possibly moot causes of action the Trustee may have.  The Court
therefore fashioned its own relief and enjoined the
Commissioners, pending further order of the Court, from taking
action based on the outcome of the rate investigation, including
either raising or lowering Cajun's rates.

The reference to raising rates is important, because, only a
few days after the Trustee filed his Complaint to enjoin the rate
investigation, he nonetheless filed a petition with the LPSC
seeking to raise Cajun's rates.

The Court did not anywhere find that the current rate
investigation disrupted its jurisdiction or interfered in the
reorganization process.

Thank you for your time and attention.

                                Very truly yours,

                                Christopher Combest
                                ALTHEIMER & GRAY

CAMPO ELECTRONICS: Closes 20 Stores; 400 Left Jobless                    
Campo Electronics, once a giant retailer in electronics and  
appliances, shut all 20 of its remaining stores Wednesday
in the southeastern United States, putting 400 of its
workers at least temporarily out of jobs.

In a statement, the Covington-based company said the stores
will remain closed until an expected sale of its assets
Monday in federal bankruptcy court.

The closures came a month after the company announced it
would either find a buyer or merge with another company.

The 47-year-old company filed for bankruptcy protection in
June 1997 after an expansion program that took it beyond
its New Orleans and Mississippi Gulf Coast base left it
with heavy debt.

Earlier this month, company head William Wulfers, a former
Wal-Mart executive, resigned after just over a year on the
job. He had said he would reduce inventory, change product
mixes, cut costs and get the company out of bankruptcy in a
year to six months.

Even with cuts, the company continued to lose money and has
posted nine straight quarterly losses. Last month, Campo
hired a management firm to either sell the company or find
a merger partner.

Company spokesman Lee Katz said the company had several
potential buyers. He refused to identify them. He said he
did not know if the Campo name would be kept by the buyer.
The company was founded by A.J. "Tony" Campo in 1951 with a
single store that sold window air conditioners.

Campo became known for splashy newspaper advertisements and
booming television commercials in which he proclaimed
himself "The Appliance Giant."

The company eventually expanded to 31 outlets in six
states, but cut back to 20 and quit doing business in Texas
and Tennessee after its bankruptcy filing.  Its remaining
stores were in Louisiana, Mississippi, Alabama and
Florida.(Advocate Baton Rouge -10/22/98)

CRIIMI MAE: DCR Changes CMBS Transactions To Rating Watch
Duff & Phelps Credit Rating Co. (DCR) has changed 13
commercial mortgage-backed securities (CMBS) transactions
to Rating Watch--Down from Rating Watch -- DCR had placed
the deals on Rating Watch- -Uncertain on October 5, 1998.  
This Rating Watch change to 'Down' from  'Uncertain' is
based on DCR's further evaluation of the impact of CRIIMI
MAE, Inc.'s bankruptcy filing.  CRIIMI MAE Services, L.P.,
a subsidiary of CRIIMI  MAE, Inc., acts as the special
servicer for the 13 transactions listed below  and acts as
master servicer for the Mortgage Capital Funding Inc.,
Series 1997- MC1 transaction.  The watch affects all DCR-
rated classes within these transactions.

Asset Securitization Corporation, Series 1995-MD IV
Asset Securitization Corporation, Series 1996-D2
Asset Securitization Corporation, Series 1996-D3

First Union-Lehman Brothers Commercial Mortgage Trust II,
Series 1997-C2

LB Commercial Conduit Mortgage Trust II, Series 1996-C2
Merrill Lynch Mortgage Investors Inc., Series 1995-C3
Merrill Lynch Mortgage Investors Inc., Series 1996-C2
Morgan Stanley Capital I Inc., Series 1998-WF1
Morgan Stanley Capital I Inc., Series 1998-WF2
Mortgage Capital Funding Inc., Series 1994-MC1
Mortgage Capital Funding Inc., Series 1997-MC1

Nomura Asset Securities Corp., Series 1998-D6
Wisconsin Avenue Securities, Series 1996-M1

DCR believes the bankruptcy of the parent may have a
negative effect on CRIIMI MAE Services, L.P. CRIIMI MAE,
Inc. has already had to initiate legal proceedings to block
the initiatives of some of its lenders. Furthermore, a  
bankruptcy may lead to cost-cutting initiatives that could
result in lower-quality service.  DCR is also concerned
that the bankruptcy may cause internal speculation
resulting in the loss of employees and weakened morale.  In
its role as master servicer, CRIIMI MAE Services, L.P. is
responsible for advancing delinquent loan payments, and as
special servicer has responsibility to advance property
protection expenses, which causes its current lack of
liquidity to be an additional concern.  Potential options
to improve liquidity, such as selling servicing rights or
certificates, may result in additional stress on the  
company's infrastructure due to its likely result of
reducing income.

DCR believes that the current situation has potential
negative implications for the transactions for which CRIIMI
MAE Services, L.P. acts a master or special servicer.  
CRIIMI MAE Services, L.P. is actively pursuing alternatives
to help mitigate these concerns.  DCR is still gathering
information and will continue to monitor the ratings of the
above-mentioned transactions as the situation develops. (PR
Newswire: Wall Street - 10/22/98)

CRIIMI MAE: Vice President Sold Shares After Filing
According to a Securities and Exchange Commission document,
Frederick Burchill, an executive vice president at Criimi
Mae Inc., sold 20,000 common shares several days after the
firm filed chapter 11 on Oct. 5, according to Reuters. The
stock was sold through PaineWebber in Rockville, Md., which
is where the firm is located. A spokesperson for the
company said he was forced to liquidate because of the
"precipitous drop of the share prices in his margin
account." Burchill's exact stake in the company is not
known, but it is believed to be "sizeable." (ABI 23-Oct-98)

DANNY'S: Troubled Grocery's Employees Sacrifice Salaries
Employees at Danny's Markets Inc. -- who helped the small
grocery  store chain climb out of bankruptcy by accepting a
23- percent pay cut last year -- will vote on a new
contract Sunday.

Danny's made an offer Wednesday to Teamsters Local 339,
which represents cashiers and other workers. Company and
union officials declined to discuss details of the offer.
The current contract expires Monday.

"Although we've paid off our creditors and are out of
bankruptcy, it's no secret that the company hasn't been
doing very well," said attorney Robert Finkel, who is
handling negotiations for Danny's. "Hopefully, with the  
employees' help, we'll be able to survive."

Danny's gross sales have shrunk from about $120 million
five years ago to about $98 million, officials said.

Danny's filed for Chapter 11 bankruptcy in July 1997 after
it said it lost $1 million over a six-month period, and
requested changes to two 1992 contracts. A U.S. Bankruptcy
Court judge honored the company's request, which also
included a cut in paid vacation and higher deductibles for
medical benefits.

The United Food and Commercial Workers International Union,
which represents about 50 Danny's meat cutters, made
similar concessions. Their contract expires in December.
(Detroit News-10/23/98)

FULCRUM DIRECT: Seeks Extension of Post-Petition Financing
In its motion for an extension of post-opetition financing,
Fulcrum direct, Inc. states that in order for Fulcrum
to have ample time and resources to maximize the value of
its estates for the benefit of its creditors, Fulcrum
requires an extension of the Loan Facility through and
including November 28, 1998 and an increase of the
Aggregate Amount by $558,000 (up to the aggregate of $2.74
million inclusive of the aggregate amount currently
authorized under the loan facility).

On September 15, 1998, the court approved the sale of the
majority of Fulcrum's assets to dELIA's Inc.  However
Fulcrum has determined that it will not be in a position to
wind up its operations and vacate its headquarters in Rio
Rancho, New Mexico prior to late November 1998.  The task
of disposing of a large amount of inventory and some fixed
assets is taking longer than Fulcrum anticipated, and
Fulcrum needs money to market its corporate headquarters

FULCRUM DIRECT: Taps DJM Asset Management
Fulcrum Direct, Inc., and its affiliated debtors seek
court authority to employ DJM Asset Management Inc., as
real estate broker.

Fulcrum intends to market the lease for its corporate
headquarters in Rio Rancho, New Mexico.  The potential
benefit to the estate could be $350,000 if Fulcrum were to
assume and assign the lease.  Fulcrum submits that
retaining a real estate broker is a sound exercise of
business judgment.

GORGES QUIK: Exiting Raw Ground Beef Business
Gorges/Quik-to-Fix Foods, Inc., today announced its intent
to exit the raw ground beef business, citing higher costs
of production, continued ground beef margin pressure, and a
desire to concentrate on its core value added product
offerings. The Company's ground beef product line primarily
consists of IQF (individually quick-frozen) raw hamburger
patties, which in the current year has generated
approximately $54 million in sales on 60 million pounds in
sales volume. "Our operating costs have been increasing due
to regulatory issues and risks associated with the sale of
raw ground beef, and there is no room in the already slim
margin to absorb the increased costs. We are one of the
middle tier producers of IQF raw ground beef, profitability
has already been strained by market conditions and
consolidations, and the risks for us now far outweigh the
rewards." stated David Culwell, CEO of Gorges/Quik-to-Fix.

While the raw ground beef segment was approximately 40% of
the Company's sales volume, almost all of the Company's
gross margin and operating cash flow is generated by its
value-added segment of fully cooked and ready to cook beef,
pork and poultry items. Mr. Culwell further stated, "This
realignment of our business will allow us to focus all of
our available time and resources on the part of the
business we have always felt is the future of our Company."

The Company operates four plants, three dedicated totally
to production of the Company's signature lines of value
added product, and one that is primarily a raw ground beef
facility. As a part of this decision, the Company has put
up for sale the facility that processes primarily ground
beef, and is currently holding discussions with potential
buyers. "This approach will afford our Company's employees
the most orderly transition. Also, while we are anxious to
devote our full attention to the value added product line,
which is the mainstay of our business, we will not allow
this decision to create a hardship for our valued
customers. Our three remaining plants are state of the art,
have sufficient capacity to meet foreseeable needs, and are
more than capable of providing our customers with the
quality product they expect from us." said Mr. Culwell

The company anticipates a significant charge to earnings in
its fiscal fourth quarter as a result of this
restructuring. Since the timing of any sale, the amount of
resulting proceeds, and final key dates in the realignment
plan are unknown, the amount of the charge can not be
determined at this time.

GORGES/QUIK-TO-FIX FOODS, INC., is a leading producer,
marketer and distributor of quality value added processed
fresh and frozen beef, pork and poultry products supplied
primarily to the foodservice industry under its GORGES(R)
and QUIK-TO-FIX(R) brands. In addition, the Company co-
packs a variety of products for the retail trade as well as
other food service outlets, and is also a converter of
protein products under the USDA Commodity Reprocessing

HUNGARIAN TELEPHONE: Agreements With Citizens Utilities
As announced on September 11, 1998 and October 2, 1998
Hungarian Telephone and Cable Corp., a Delaware
corporation ("Hungarian Telephone") entered into certain
agreements with each of CU CapitalCorp and Citizens  
International  Management Services Company ("Citizens");
each of which is a wholly-owned  subsidiary  of  Citizens  
Utilities  Company pursuant to which Hungarian Telephone
settled its disagreements with Citizens regarding certain
issues with respect to (i) 2.1 million shares of Hungarian
Telephone's  common stock subject to Citizens' accrued
preemptive  rights and (ii) Hungarian Telephone's   
Management  Services  Agreement with Citizens dated as of
May 31, 1995, as amended.

HTCC and Citizens entered into a Certain Replacement and
Termination Agreement dated as of September 30, 1998  which
provides for, among other things,  (i) the  termination of
the Master  Agreement dated as of May 31, 1995 between
Hungarian Telephone and Citizens;  (ii) the issuance
by Hungarian Telephone to Citizens of 100,000 shares of the
Hungarian Telephone's common stock and a promissory note in
the  principal  amount of  $8,374,498 in settlement of $9.6
million accrued fees and expenses due and payable to
Citizens under the Management Services Agreement; (iii) the
termination of the Management Services Agreement; (iv)
payments by Hungarian Telephone to Citizens in the
aggregate amount of  $21,000,000  payable in 28 quarterly  
installments of each year from 2004 through and including
2010 in part as consideration for Citizens' agreement
to terminate the Management  Services Agreement and in part
as consideration for certain consulting services to be
provided by Citizens to Hungarian Telephone from 2004
through and including  2010; (v) the grant by Hungarian
Telephone to Citizens of certain preemptive rights in
connection with any public or private issuances by the
Registrant of shares of its common stock to purchase within
30 days for cash such number of shares of Hungarian
Telephone's common stock sufficient to maintain Citizens'
then existing percentage ownership interest of Hungarian
Telephone's common stock on a fully diluted basis; and (vi)
the right of one Citizens  designee to Hungarian
Telephone's Board of Directors to be renominated for  
reelection to the Registrant's  Board of Directors  for so
long as Citizens  owns at least 300,000 shares of the
Registrant's common stock.

The principal on the Note is payable in full on September
15, 2004 .

The parties also entered into an Amended, Restated and
Consolidated Stock Option  Agreement dated  as of  
September 30, 1998  (the "Restated Stock Option  
Agreement") pursuant to which the Hungarian Telephone  
granted Citizens an option to purchase 2,110,896 shares of
the Registrant's common stock at a price of $13.00 per
share  with an  expiration  date of July 1, 1999 in
settlement of Citizens'  accrued  preemptive  rights. The
Restated Stock Option agreement also acknowledged Citizens'  
existing options to date to purchase an aggregate of  
4,511,322  shares of the  Hungarian Telephone's  common  
stock at exercise prices  ranging  from  $12.75 to $18.00  
per share  with an  expiration  date of September 12, 2000.
In the aggregate, Citizens presently owns approximately
18.6% of Hungarian Telephone's outstanding common stock and
59.2% of the Registrant's common stock on a fully diluted

KOENIG SPORTING GOODS: Disclosure Statement and Plan
The plan of reorganization of Koenig Sporting Goods, Inc.,
debtor, provides for the dissemination of the
"Distributable Funds" among holders of allowed claims in
certain classes.  Those funds include net proceeds realized
from the sale to Kinney, proceeds realized from the sale of
other estate assets and cash in the estate and from causes
of action.  KeyBank's Secured Claim ($8,001,134) has
already been paid in full. Administrative claims and
allowed priority tax claims will be paid in full.

Allowed general unsecured claims (Class 3)total
approximately $8,415,000 The debtor estimates that holders
of these claims will receive a distribution of
approximately 23.6% of their claims.  Allowed Class 4
personal injury claims are impaired.  On the Effective
Date, the automatic stay shall be deemed lifted as against
these claimants so that such holders may pursue
adjudication of their personal injury claims.  Upon the
Effective date the outstanding Equity Interests in the
debtor shall be cancelled.

LONG TERM CREDIT: Government To Take Over Bank
The government said Friday it will take over the troubled
Long-Term Credit Bank of Japan Ltd., in the first
nationalization of a Japanese bank since World War II.
Prime Minister Keizo Obuchi told reporters that he approved
a request by the bank made under newly passed legislation
aimed at revitalizing the country's crisis-ridden financial

In the takeover, the government will clean up the bank's
bad loans before arranging a merger with another company.
Obuchi said the government would guarantee repayment to
holders of LTCB bonds and ensure that healthy borrowers are
not cut off from funds.

The Tokyo Stock Exchange suspended trading in LTCB shares
before the market opened Friday. Share prices had fallen to
a record low of 2 yen (17 cents) earlier this week amid
media reports the bank may be insolvent. Once a pillar of
Japan's postwar economy, LTCB's recent troubles shook world
confidence in the country's financial system and prompted
debate in Parliament over a public-funded bailout.

But hopes of rescuing the venerable lender are dying as
government auditors appear likely to rule that LTCB's debts
exceed its assets, meaning the bank is effectively
bankrupt. Japan's Financial Supervisory Agency is expected
to issue a formal ruling on the bank's financial condition
as soon as next week, the Asahi newspaper reported. LTCB
declined to comment.

Since LTCB appears likely to be found bankrupt, the bank
will be taken over by the government for one year while
taxpayer money is used to write off bad loans and clean up
the bank's books. Another finance company will then be
found to absorb the bank's healthy operations. The most
likely partner is Sumitomo Trust and Banking Co., with
which LTCB had arranged a rescue merger earlier this year.

The arrangement began to unravel as the size of LTCB's
troubles became known. But government willingness to use
public money to clean up the mess may sweeten the deal for
prospective partners.  The government takeover will spell
the end of LTCB's 46-year history. Founded in the aftermath
of military defeat to provide cheap, long-term loans to
industry, the bank helped lead Japan's spectacular rise to
economic superpower status.

But like the U.S. savings and loan industry a decade ago,
changes in regulations and the economy made specialized
lenders like LTCB obsolete.  Desperate for new customers,
the bank increasingly lent to riskier enterprises such as
real estate developers. And when property prices crashed in
the 1990s, LTCB's losses ran into the billions of dollars.

One of Japan's biggest banks, LTCB reported a 280 billion
yen ($2.4 billion) loss with 12.8 trillion yen ($109
billion) in outstanding loans in March 1998. Earlier this
month, Japan's Parliament passed legislation allowing
government takeovers of foundering banks to fix them or
shut them down. It authorized the government to pump up to
60 trillion yen ($515 billion) in taxpayer funds into the
ailing banking system.

The bank rescue package has been seen as a crucial step
toward cleaning up the huge number of soured loans left by
the collapse in the early 1990s of a speculative boom in
Japanese real estate and stock prices.  It also comes as a
key part of the country's efforts to overcome its deepest
recession since the end of World War II.

LEVITZ FURNITURE: Seeks To Sell Property Package For $26.5M
Levitz Furniture Inc. is seeking approval to sell its fee
ownership in six properties and leaseholds in two others to
Genext Capital LLC for $26.5 million, subject to higher
offers. The sites included in the proposed transaction are
locations where the retailer has or currently is conducting
going-out-of-business sales. The fee-owned properties are
in Fort Myers and Tampa, Fla., Lakewood and Colorado
Springs, Colo., Hazelwood, Mo., and San Marcos, Calif. The
leasehold properties are in San Diego and College Park, Ga.
Levitz has the option of keeping the San Diego lease, in
which case the purchase price would be reduced by $4.75
million. The company has requested a Nov. 17 sale hearing.
Pursuant to the proposed bidding procedures, competing
bidders must submit their offers by Nov. 6.(The Daily
Bankruptcy Review and ABI Copyright c October 23, 1998)

LYNX GOLF: Announces Sale of Assets To Golfsmith Int'l.
Lynx Golf, Inc. announced on October 23, 1998 the closing
of a transaction in which Golfsmith International, Inc. has
purchased a substantial majority of Lynx's assets.  
Golfsmith had been the successful bidder at a bankruptcy
court hearing held in connection with the sale of the  
assets and on October 21 the bankruptcy court entered a
final order approving  the sale.

Under the terms of the sale, Golfsmith purchased the assets
for cash consideration totaling $9.1 million and the
assumption of certain liabilities. Lynx retained its
accounts receivable, the right to payment under a licensing  
contract and the leasehold for its Carlsbad, California
headquarters and assembly operations, including most of the
plant and equipment located in Carlsbad.  Such leasehold
and plant and equipment remain available for sale by  
Lynx.  The proceeds of the sale of the company's assets
will be used to pay claims of the company's creditors.

TearDrop Golf Company had previously executed an agreement
to purchase Lynx's assets, but was outbid by Golfsmith
based upon the value of the consideration offered by
Golfsmith.  In connection with the sale of Lynx's assets,
TearDrop agreed to assume Fred Couples' endorsement
contract with Lynx and to pay a portion of amounts owing to
Mr. Couples under that contract.

Lynx Golf, Inc. announced in July that it filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code
with the United States Bankruptcy Court for the Southern
District of California.

MEGO MORTGAGE: Stock Ownership Reported
As of September 30, 1998 Mr. Emanuel J. Friedman directly  
beneficially owns 6,666,667 shares of common stock of Mego
Mortgage Corp.(21.81%).  Mr. Friedman may be deemed to
indirectly beneficially own 3,759,116 shares of common
stock (12.30%) by virtue of his "control" position as
Chairman and Chief Executive Officer of Friedman, Billings,
Ramsey Group, Inc. ("FBRG").            

This filing reflects a 5.23% decrease in the number of
shares beneficially owned by Friedman, Billings, Ramsey
Group, Inc. since Mr. Friedman's last Form 13D filing.  Mr.
Friedman may be deemed to indirectly beneficially own these
shares by virtue of his "control" position as Chairman
and Chief Executive Officer of Friedman, Billings, Ramsey
Group, Inc.  Mr. Friedman disclaims beneficial ownership of
such shares.

MID-ISLAND: to Emerge From Bankruptcy
Mid Island Hospital, a 240-bed facility in Bethpage, said a
federal judge has given the hospital permission to emerge
from bankruptcy protection and form a new entity.

The hospital will continue to operate under its current
name but will be run by the newly formed, non-profit
entity, WSNCHS North Inc., which is being funded by a
consortium of Long Island hospitals.

As part of the approved reorganization, WSNCHS North Inc.
will enlist Mid Island Hospital in a 2,900-bed hospital
group whose members include Winthrop South Nassau
University Health System, and the Catholic Health Services
of Long Island, which operates four hospitals.

Mid Island Hospital was granted permission to emerge from
Chapter 11 bankruptcy on Oct. 8 by the United States
Bankruptcy Court for the Eastern District of New York.

When Mid Island filed for bankruptcy protection two years
ago, it had debts of $40 million and assets of $10 million,
said Ronald M. Terenzi, a partner at the Garden City law
firm, Berkman, Henoch, Peterson & Peddy, which
is  representing Mid Island Hospital.

Terenzi said Mid Island will receive as much as $20 million
from the hospital consortium, which will be used to pay for
renovations including improvements to Mid Island's
operating and emergency rooms.

In exchange, members of the consortium will appoint members
to Mid Island's new board of directors, Terenzi said.

MOLTEN METAL: Offer To Purchase Wet Assets
Stephen S. Gray, Chapter 11 Trustee of Molten Metal
Technology, Inc. and its affiliated debtors seeks authority
to sell Wet Waste Assets of the debtors to Framatome
technologies Inc.  The total price to be paid is $10
million.  The Trustee believes that a private sale to the
buyer under the terms of the Agreement will generate a
better return for creditors and the estate as opposed to a
public auction.

A hearing on the motion to sell is scheduled to take place
on November 12, 1998.  The Trustee is soliciting
counteroffers that equal or exceed the purchase price by 5%
greater than the offer price.

The motion of the Chapter 11 Trustee, Stephen Gray for
approval of A Break-Up Fee in the case of Molten Metal
Technology, Inc., and its affiliated debtors is set for
October 21, 1998.

ORANGE COUNTY: Fuji Wins Ruling
A federal judge ruled Thursday in favor of Fuji Securities
in a key matter at the heart of the ongoing legal dispute
over Orange County's disastrous 1994 bankruptcy.

U.S. District Judge Gary Taylor said former county
Treasurer Robert Citron did not violate state laws when he
borrowed money from Fuji to fund the risky investment
strategy that ultimately sparked the biggest municipal
failure in U.S. history.

The county had argued that because Citron's transactions
were "ultra vires"  -- a legal term meaning "beyond the
law" -- they should be voided and Fuji should reimburse the
county for its original investments.

But Taylor, granting Fuji's motion for summary judgment,

"Although they may have been unwise, speculative or unduly
risky, the ...  transactions made by the Orange County
treasurer in this case were not, on the theories presented
here, ultra vires," Taylor wrote in his 35-page ruling.  
"There was authority to act."

Michael Swartz, a lawyer representing the county, said the
ruling went in Fuji's favor but said the county was
considering whether to appeal.

"The court has carefully considered the central issues
regarding the treasurer's authority and has reached a
conclusion that we disagree with," Swartz said. "We are in
the process of determining what steps we should take and
are reviewing the possibility of expediting an appeal."
It was after Citron's speculative bet on interest rates
backfired and the investment pool he managed lost more than
$1.6 billion that the county was forced to file for
bankruptcy protection in December 1994.

The county subsequently sued more than two dozen investment
firms, including Fuji, in the hopes of recouping some of
those losses.

Sources familiar with the bankruptcy litigation have said
the "ultra vires" theory was a cornerstone of the county's
legal strategy and was instrumental in  persuading several
firms -- most notably Merrill Lynch and Co. Inc. -- to  
settle with the county out of court earlier this year.

Swartz said Taylor's ruling would not affect these
settlements, which have so far recouped more than $730
million for the county.

Swartz also said the ruling would have no impact on the
county's cases against investment firm Dain Rauscher Corp.
and credit rating agency Standard & Poor's, a unit of
McGraw-Hill Cos. Inc. Both cases were scheduled to go to  
trial next spring.{Reuters:Financial-1022.00764}   10/23/98

PARADISE HOLDINGS: Order Authorizes Sale of Assets
The court entered an order authorizing Paradise Holdings,
Inc., debtor to sell substantially all of its assets to
Paradise Acquisition, Inc. for a purchase price of
$2,359,717 in cash, less agreed offsets.  An initial
overbid must be at least $150,000 in excess of the purchase
price under the Asset Purchase Agreement, and any
subsequent overbid must be in increments of at least
$50,000 in excess of the previous bid.  A Breakup fee of
$50,000 plus the amount of the buyers expenses incurred in
connection with the sale is provided.

PINNACLE BRANDS: Sale Doesn't Hinge on MLB Talks
Pinnacle Brands Inc. plans to present shortly to the
court an order authorizing the sale of the company's assets
to Playoff Corp., regardless of the outcome of talks with
Major League Baseball Properties Inc. concerning the $10     
million sale. Absent an agreement that resolves MLB's
objection to the sale of any trading cards bearing MLB
trademarks, the order would "carve out" the MLB inventory
and the court would make a separate ruling on the matter.
(Federal Filings Inc. 23-Oct-98)

RAND ENERGY: Seeks Chapter 11 In Delaware
Rancho Santa Fe, Calif.-based Rand Energy Co. has filed for
Chapter 11 in Wilmington, Del., with more than $50 million
of liabilities and fewer than 50 creditors. The Chapter 11
petition, which doesn't provide detailed financial
information for privately held Rand, estimates the
company's assets at more than $100 million. The filing
estimates that funds will be available for distribution to
unsecured creditors. (Federal Filings Inc. 23-Oct-98)

SCOTT CABLE: Entry of Bar Date
Scott Cable Communications, Inc. d/b/a American Cable
Entertainment, debtor, published notice of entry of Bar
Date Order in The wall Street Journal on October 23, 1998.  

The order fixes November18, 1998 as the last day for filing
proofs of claim against the debtor.

SOUNDWILL HOLDINGS: Sell-Off To Help Cut Debt Of $2.1b
Soundwill Holdings, which has proposed a $2.1 billion debt
restructuring to bankers, is in negotiations with several
parties to sell three commercial projects to help to cut

Director Keith Yip Kwai-cheung said the company had been
approached by various investors interested in acquiring
stakes in two commercial properties in Causeway Bay, and
the sale of more than 10,000 square feet of retail space in
Tsuen Wan was under discussion, he said.  He estimated more
than half of the debt, or $1 billion, would be reduced if
these properties were sold.  The company approached its
bank creditors on Thursday to restructure its  debt
repayment schedule to allow it to complete the sale of two
prime commercial properties in Causeway Bay.  Soundwill had
previously announced it had insufficient funds to service
interest and principal repayments.

As at June 30, the group had net bank borrowings of about
$2.14 billion, shareholders' loans of about $41 million and
$200 million in convertible bonds held by chairman and
controlling shareholder, Grace Chu.  Mr Yip said the
company was expecting a reply from bankers next week.
Soundwill's meeting with its bankers on a debt
restructuring has received strong support from key
shareholders - Cosco International Holdings and parent  
Cosco (Hong Kong) Group.

Cosco International Holdings managing director Gordon Kwong
Che- keung said Soundwill's move was the right solution to
address its debt problem and to safeguard the interests of
shareholders.  He said the company would not make
provisions for the fall in value of its investment in
Soundwill at the moment because it was a long-term
investment.  Cosco International acquired 10.01 per cent of
the company at $3.60 a share from Soundwill's chairman last
October.  The value of that investment has plunged more
than 94 per cent based on Soundwill's close yesterday.
(South China Morning Post-10/24/98)

SOUTHERN PACIFIC: Meeting of Creditors and Bar Date Set
A Chapter 11 bankruptcy case concerning Southern Pacific
Funding Corp was filed on October 1, 1998.  The Meeting of
Creditors is set for November 10, 1998 at 9:00 am in the US
Trustee's Office, 851 SW 6th Ave Rm. 1300 Portland, Oregon
97204.  Proofs of claim must be received by the bankruptcy
clerk's office by February 8, 1999 for all creditors except
governmental units who must file within 180 days after date
relief ordered.  Debtor's attorney is John Casey Mills
111 SW 5th Avenue #3500, Portland, Oregon. Tel.(503)224-

SUN TV: Biggest Quarterly Loss In Its History
The Cincinnati Post reports on October 21, 1998 that                        
Sun Television & Appliance, which filed for bankruptcy
protection Sept. 16, has reported the biggest quarterly
loss in its 49-year history.  The electronics retailer
reported a loss of $63.5 million for the quarter  
ended Aug. 29, according to documents filed this week with
the Securities and Exchange Commission. The company has
lost $153 million in the past 2 1/2 years.

Much of the loss for the recent quarter, $47.4 million, is
for charges related to closing 29 of its 59 stores this
fall.  The chain received U.S. Bankruptcy Court approval to
close stores in metropolitan Cleveland, Cincinnati,
Pittsburgh and Buffalo, and in smaller cities in Kentucky,
Pennsylvania, Tennessee and Virginia the day after it filed
for bankruptcy protection.

The stores were turned over to a liquidator last week and
going out-of- business sales are expected to be finished
before year-end. The documents filed with the SEC show that
shareholders - who have watched  their shares plummet from
$27 a share more than five years ago to 17 cents  
Tuesday - are unlikely to end up with anything should the
company emerge from bankruptcy.

SWALLEN'S: Plan Pays Retirees
The Cincinnati Post reports on 10/21/98 that retirees and
others who bought unsecured notes from Swallen's Inc. will
get about $1.1 million from the Swallen family, officials
said today. The family sold the discount store chain only
months before it went bankrupt in October 1995. It has
reached a preliminary settlement with more than 200 people
who bought the notes - called debentures - from Swallen's
officials over four decades starting in the 1950s, lawyers
said this morning in bankruptcy court.

Those claims total more than $3.5 million and are at the
bottom of the list of claims to be paid from the estate.
The debentures paid interest rates as high as 13 percent,
and Swallen's officials touted them to employees for years
as a way to share in the company's growth. But once the
company went bankrupt, they were essentially

If finalized in the next few weeks, the settlement would
end a state-court suit by the debenture holders against the
Swallen family and an investment group that bought the
company in April 1995. It would join with a $1.5 million
payment from the family to the bankruptcy estate to nearly
end one of the most entangled bankruptcy cases in recent

The family will give up a portion of the $4.5 million it
gained from the sale of the company, and in return, will be
released from liability from most creditors.

Lawyers did not reveal the amount of the settlement with
the debenture holders, but one source estimated it at about
$1.1 million. That fund will be reserved for the debenture
holders, while the rest of the unsecured creditors  
probably will get less than 10 percent of their debts back
from the estate.

Robert Goering, the attorney for the Swallen family, said
the settlements with the debenture holders and other
unsecured creditors will get his clients out of the
nightmare they have been in since the family business went
under.   "The hard part of it is out of the way," he told
bankruptcy court Judge Burton Perlman. "The numbers are

In September, the Swallen family agreed to pay nearly $2
million and give up claims for an additional $1 million to
settle with the unsecured creditors, but that settlement
did not include the debenture holders. The new settlement  
reduces the amount the paid by the family to the estate by
nearly a half- million dollars.

VENTURE STORES: Disclosure Statement Wins Approval
Venture Stores Inc.'s disclosure statement related to its
first amended liquidating plan has been approved. The court
gave the OK for the adequacy of information in the
disclosure statement, which was amended on the hearing
date, and scheduled a confirmation hearing for Nov. 23. At
the same time, the court extended Venture's exclusive plan
filing and solicitation periods to Dec. 21 and Feb. 19,
respectively. Venture sought the three-month extension two
days before the former retailer filed its initial
plan and disclosure statement, with the support of the
creditors' committee, on Sept. 16. (Federal Filings Inc.

WIRELESS ONE: Common Stock Will Trade On OTC Bulletin Board
Wireless One, Inc. (OTC Bulletin Board:WIRL) announced  
that  its  common  stock will trade on the OTC Bulletin
Board starting today under the symbol  "WIRL."   The  
common  stock  of Wireless One, Inc. previously was listed
on the Nasdaq National Market.

Wireless One, Inc., a Broadband Wireless Access provider
owns, develops and operates wireless video, data and voice
over IP systems in eleven contiguous states in the
Southeast U.S. with exclusive licenses in the Multi-Point  
Multi-Channel  Distribution System ("MMDS") and  Wireless
Communications Spectrum ("WCS").   The MMDS and WCS
licenses cover an estimated 7,700,000 households and
800,000 businesses in 67 markets.  In addition, the Company
owns a 50% interest in a joint venture, Wireless One of
North Carolina, L.L.C., that holds exclusive MMDS and WCS
licenses in 13 North Carolina markets with  additional  
3,000,000households and 290,000 businesses.

The Company provides wireless services to single family
units, multiple dwelling properties, educational  
institutions  and  small  to  medium businesses.


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