---

T R O U B L E D   C O M P A N Y   R E P O R T E R
      
  Monday, November 2, 1998, Vol. 2, No. 214

                  Headlines

AHERF: To Cut 84 Doctors From Practice Subsidiary
ADAPTIVE SOLUTIONS: To Liquidate
AMERICAN PAD & PAPER: Announces Third Quarter Results
AMERICAN RICE: Hearing Set For DIP Financing
AMERICAN RICE: Musco Buying Olive Business For $39m

AMERICAN RICE: Reaches Deal With Indenture Trustee
CAMPO ELECTRONICS: Says Sale Instead of Auction
COLUMBIA HCA/HEALTHCARE: Announces 3rd Quarter Results
CONTINENTAL AIRLINES: Pilot Suit Could Cost $1B in Back Pay
DOW CORNING: To File Plan No Sooner Than Nov. 5

ENSEC INTERNATIONAL: Reports Sales to SEC
GULFPORT ENERGY: Rights Offering for 200,000,000 Shares
LONG JOHN SILVER'S: Seeks Time To Assume or Reject Leases
LONG TERM CREDIT BANK: Anzai Picked To Head LTCB
MOBILEMEDIA: Arch Communications Ready For Vote

PECHORA THERMAL PLANT: Goes Bankrupt
POCKET: Lenders Sue To Stop FCC From Revoking Licenses
READING CHINA & GLASS: Files Chapter 11
REGENCY HOMES: Selected Assets Acquired By Washington Homes
SCORES: Posh Nightclub Files For Chapter 11 Protection

SIZZLER INTERNATIONAL: Files Form 10-K With SEC
SOUTHEAST BANKING: Trustee Announces $100m Distribution
SUNBELT NURSERY: Proposes Settlement With Pier 1
TOSHOKU AMERICA: Hearing Set For Disclosure Statement
WESTBRIDGE CAPITAL: Reports Third Quarter Results
WINDSOR ENERGY: Baker Hughes Opposes Baker & McKenzie



                  *********

AHERF: To Cut 84 Doctors From Practice Subsidiary
-------------------------------------------------
The Allegheny Health, Education and Research Foundation is
seeking court approval to break its employment contracts
with 84 physicians in the Pittsburgh area, a move that
would cut staff of its bankrupt practice subsidiary by more  
than one third.

AHERF officials had estimated in August that restructuring
the Allegheny University Medical Practices subsidiary would
result in layoffs for 15 to 20 percent of the 211
physicians employed here.

The remaining practice subsidiary will work with AHERF's
hospitals in the west, including Allegheny General. The 84
doctors cut from the subsidiary will be "transitioned" back
into private practice.

The practice plan subsidiary was a money-loser for AHERF in
both Pittsburgh and Philadelphia, where AUMP owned even
more practices. But AHERF's financial failure in this arena
was not unique.

Doctors leaving AHERF's network, however, have said
Allegheny's subsidiary also suffered from management
problems - from bills not being collected to  
poor purchasing decisions - that made a bad situation
worse.

Right now, the motions to reject the physician contracts
are scheduled to be heard by Judge M. Bruce McCullough on
Nov. 4 and 5. The terminations would be effective 10 days
after the court enters an order rejecting the contracts.
(Pittsburgh Post Gazette-10/29/98)


ADAPTIVE SOLUTIONS: To Liquidate
--------------------------------
Adaptive Solutions Inc. (ADSO) announced that it will cease
operating at the close of business Oct. 29, 1998.

To facilitate an orderly liquidation of the company's
assets, Adaptive Solutions has filed a Chapter 7 bankruptcy
petition with the United States Bankruptcy Court for the
District of Oregon. Management cited the loss or delay of
several significant purchase orders in September as a key
reason for the decline in the company's financial
condition.

Since Adaptive acquired the Kodak Imagelink OCR business in
October 1997, it has been working aggressively on
delivering its new EntryLink computer-assisted
data entry products to market and had expected to receive
several orders from customers evaluating or finalizing
purchase requirements.

The company recently established a line of credit with
Silicon Valley Bank permitting borrowing based on customer
accounts receivable.  As a result of the delay or loss of
certain customer orders, the company is in breach of
covenants  with respect to this credit line.  The company
lacks sufficient capital to fully repay loaned amounts and
to remain operating.  Adaptive Solutions has explored
alternate merger or acquisition partners as a source of
capital and  retained an investment banking firm in June
1998 to help raise capital or find a buyer. Despite
significant effort, it has not been successful in obtaining  
additional investments.

Adaptive Solution's present financial condition precludes
it from meeting obligations necessary to continue as a
going concern.  Under Chapter 7, an appointed trustee will
seek to liquidate the company's assets with the proceeds
applied to the claims of creditors.


AMERICAN PAD & PAPER: Announces Third Quarter Results
-----------------------------------------------------
On October 15, 1998, American Pad & Paper Company (the
"Company") issued a press release announcing third quarter
1998 results.  The Company reported a net loss of $13.4  
million, or $.48 per share, on net sales of $174.2  
million.  Comparable third quarter results in 1997 included
net income of $1.0 million, or $.03 per share, on net  
sales of  $176.5  million.  Year-to-date the Company
reported a net loss of $71.4 million, or $2.58 per share,
on net sales of $482.5 million.

On October 16, 1998, American Pad & Paper Company (the
"Company") issued a press release announcing several key
management appointments as the Company continues
the process of building a strong management team from both
internal and external sources.


AMERICAN RICE: Hearing Set For DIP Financing
--------------------------------------------
A continued hearing on the motion of American, Rice, Inc.,
debtor, for approval of DIP financing will be held on
November 3, 1998 at 9:00 AM at the US Bankruptcy Court,
Wilson Plaza North, Suite 113, 615 Leopard, Corpus Christi,
Texas 78476.  The debtor will seek to continue the
postpetition financing from its "Working Capital Lenders"
which was previously approved by court order of September
14, 1998.


AMERICAN RICE: Musco Buying Olive Business For $39m
---------------------------------------------------
Musco Olive Products Inc. is in the process of closing its
acquisition of American Rice's olive business for a total
of about $39 million after outbidding the management-led
group at a recent auction.  In addition, Musco, the
nation's largest olive processor, will hire most of
American Rice's employees at the olive facility.  Competing
bidders Musco and Erly California Foods Acquisition Corp.
have been completing due diligence and arranging financing
since American Rice won court approval to proceed with the
sale on a dual track in August. (Federal Filings Inc. 30-
Oct-98)


AMERICAN RICE: Reaches Deal With Indenture Trustee
--------------------------------------------------
American Rice Inc. and U.S. Trust Co. of Texas N.A., the
indenture trustee for the company's 13 percent first
mortgage notes, have reached an agreement resolving the
indenture trustee's bid for automatic stay relief or
adequate protection payments. While the stipulation does
not provide monthly adequate protection payments to the
bondholders, they are to receive some of the proceeds from
the recent sale of subsidiary Comet Ventures Inc. for about
$3 million. The stipulation also calls for suspension of
examiner Ben Floyd's duties. U.S. Trust, which accelerated
the notes in June, had asked the court to lift the stay to
permit collateral foreclosure or order American Rice to
make "substantial" monthly payments. Collateral for the
$100 million note issue includes most of the rice
processor's plant, equipment, and machinery, as well as
parent Erly Industries Inc.'s 81 percent American Rice
stake. Erly filed for bankruptcy last month to block
foreclosure on its American Rice stock. (ABI and The Daily
Bankruptcy Review Copyright c October 30, 1998)


CAMPO ELECTRONICS: Says Sale Instead of Auction
-----------------------------------------------
Attorneys for the Campo Louisiana appliance chain says the  
bankrupt electronics company will be sold instead of
auctioned in court. The Covington-based company filed for
bankruptcy protection last year in hopes of restructuring
and rebuilding after a financially devastating expansion
attempt.  Last week, it closed its last 20 stores. This
week, a bankruptcy judge refused  to approve the sale of
Campo at auction saying there was no way for him to  
evaluate the bids.


COLUMBIA HCA/HEALTHCARE: Announces 3rd Quarter Results
------------------------------------------------------
On October 27, 1998, Columbia/HCA Healthcare Corporation
announced operating results for the third quarter and nine
months ended September 30, 1998.

Revenues from continuing operations approximated $4.579
billion for the third quarter ended September 30, 1998,
compared to $4.612 billion during the same quarter last
year. Net income from continuing operations, before gains
on sales of facilities, impairment of long-lived assets,
restructuring and investigation related costs, totaled $131
million, or $.20 per diluted share for the third quarter of
1998, compared to $129 million, or $.20 per diluted share
for the same period of 1997. Net income totaled $146
million, or $.22 per diluted share for the third quarter of
1998 compared to $97 million, or $.16 per diluted share in
1997.

Revenues for the nine months ended September 30, 1998
totaled $14.3 billion, compared to $14.4 billion in the
first nine months of 1997. Net income from continuing
operations, before gains on sales of facilities, impairment
of long-lived assets, restructuring and investigation
related costs, totaled $563 million, or $.87 per diluted
share in the first nine months of 1998 compared to
$969 million, or $1.45 per diluted share for the nine
months ended September 30,1997. Net income totaled $421
million, or $.65 per diluted share in 1998,
compared to $932 million, or $1.40 per diluted share in
1997.


CONTINENTAL AIRLINES: Pilot Suit Could Cost Airline $1B in
Back Pay
----------------------------------------------------------
Three hundred former Eastern Airlines pilots have sued
Continental Airlines in a bid to reclaim their jobs, along
with back pay that their attorneys estimate could
eventually cost the carrier $1 billion. The lawsuit, filed
in federal court in Newark, centers on a messy labor  
dispute involving hundreds of former Eastern pilots that
began when Continental emerged from federal bankruptcy
court in 1993.

The pilots insist that Continental must honor their former
labor agreement with Eastern, which Continental's parent
company bought in 1986. They contend that their contract is
still in place because the two airlines merged, and that
Continental never voided the former deal in bankruptcy
court.

The pilots deserve cockpit jobs at Continental with the
same seniority that they would have had at Eastern if that
carrier had not gone out of business in 1991, contends
Charles M. Tatelbaum, the attorney representing the  
plaintiffs.  Tatelbaum said many of the 300 pilots are owed
salaries and back pay averaging $500,000 each. If the
class-action lawsuit ends up involving all 2,000 pilots who
are eligible, it could cost Continental $1 billion, he
said.

"Very few of these pilots are working as captains of
airlines," Tatelbaum said. "Many of them moved to Saudi
Arabia, which is the only place they could get jobs."
Continental spokesman David Messing, in turn, called the
lawsuit "frivolous and misguided." The issue already has
been fully litigated in federal bankruptcy, district, and
appeals courts, he said.

"The suit has no merit, and it's going to go nowhere,"
Messing said. "We're going to seek sanctions against the
attorneys who filed this."  Before the case can be heard,
the pilots first face some legal hurdles. Last year, the
U.S. Third Circuit Court of Appeals ruled that an
arbitrator must decide whether Eastern and Continental
actually merged, as defined by law.

If an arbitrator concludes there was a merger, the pilots
must take their claims back to bankruptcy court, where
Continental could be responsible for monetary damages but
not required to give them their jobs back, said Miles
Tralins, an attorney who represents a separate group of 380
Eastern pilots.  Tralins has asked a bankruptcy judge in
Delaware to bar any other group from making claims on money
that remains in a bankruptcy-court fund for unsecured
creditors. If granted, that would effectively shut out
the pilots  represented by Tatelbaum from collecting any
money, he said.

About $64 million remained in the fund at the beginning of
the summer, Tralins said.  "My guys want jobs, but for
eight years they've been postmen, dug ditches, and police
officers, or they have flown for carriers out of the
country," he said. "I explain to them that the courts have
ruled, and Continental has consistently taken the position
that if there are jobs available, they will only be at the
bottom of the seniority list.  Continental officials "don't
want to upset their current work force, and they don't have
to.  "Continental, the nation's fifth-largest airline,
employs 10,000 people in New Jersey. It posted earnings
last year of $385 million on sales of $6.7
billion.(Copyright 1998 RecordNewJersey-10/29/98)


DOW CORNING: To File Plan No Sooner Than Nov. 5
-----------------------------------------------
Dow Corning told the court Tuesday that the company would
file its amended reorganization plan and disclosure
statement no sooner than Nov. 5.  Dow Corning and its
official tort claimants' committee have resolved all issues
except one but the status of negotiations surrounding that
issue were not disclosed.  The company said it will file
its plan around the elections so its filing would not
dwarfed in the media by election issues.  In response, Dow
Corning's official creditors' committee asked the court to
establish procedures to govern the media campaign,
including court approval for press release content.
(Federal Filings Inc. 30-Oct-98)


ENSEC INTERNATIONAL: Reports Sales to SEC
------------------------------------------
Ensec International Inc., until recently, through its
operating companies Ensec Inc., a U.S. subsidiary
incorporated in Florida, and Ensec Engenharia e Sistemas
de Seguranca, S.A. (Ensec, S.A.), a Brazilian subsidiary,
designs, develops,assembles, sells, installs and services
security systems for large commercial or governmental
facilities ranging from single function installations to
high-end integrated security systems.

As of the date of termination of the activities of Ensec
Inc., as mentioned above, liabilities and legal claims
against this subsidiary total up to approximately
$300,000.00, for which the Company has accruals of $
260,000.00. Management is unsure that the Company will be
able to pay those liabilities.

On May 12, 1998, the Company was delisted by NASDAQ, since
we failed to meet the minimum requirements to be on the
NASDAQ Small Cap Market and presently, we are listed on the
OTC Bulletin Board. This delisting by NASDAQ may
adversely affect the Company's ability to raise additional
financing.

Total sales for the three months ended September 30, 1998,
increased $0,095 million, or 8.9%, to $1,166 million from
$1,071 million in the prior year period. This low increase
was largely attributable to the lack of sales in the USA in
the third quarter of 1998. The Company anticipates that its
overall 1998 sales in Brazil will be comparable to those in
1997. The Company's sales in Brazil during the third
quarter of 1998, increased by 22.7% over the prior year
period. This increase resulted from an increase in bookings
in the third quarter of 1998, as compared to 1997. This
increase reflects the Company's redirection toward sales of
its integrated security systems and related products in
Brazil.

Total sales for the nine months ended September 30, 1998,
increased $0,016 million, or 0.3%, to $ 4,809 million from
$ 4,793 million in the prior year period. This increase was
largely attributable to the sales of our operations in
Brazil during the third quarter of 1998. The Company
anticipates that it's overall sales in Brazil will
be comparable to those in 1997. The Company's sales in
Brazil during the first nine months of 1998, increased by
11%, from the prior year period.


GULFPORT ENERGY: Files Rights Offering for 200,000,000
Shares
----------------------------------------------------------
Gulfport Energy Corporation, a Delaware corporation
formerly known as WRT Energy Corporation, is distributing
to the holders of its Common Stock non-transferable rights
to subscribe for and purchase an aggregate of approximately
200,000,000 shares of Common Stock.

The date that the Rights will expire has not yet been set.
       
The ability of the Company to satisfy its capital
requirements and implement its business strategy is
dependent upon the success of the Rights Offering.

The Common Stock is traded in the over-the-counter market
under the symbol "GPOR." On October 27, 1998, the closing
bid price of the Common Stock, as reported on the over-the-
counter ("OTC") Bulletin Board, was $0.08.  
    

LONG JOHN SILVER'S: Seeks Time To Assume or Reject Leases
---------------------------------------------------------
Long John Silver's Restaurants, Inc., et al., are seeking
an extension of time within which to assume or reject
unexpired leases of nonresidential real property.

The debtors state that they are the lessees under
approximately 412 nonresidential real property leases.  The
debtors seek an additional 120 days, through and including
March 29, 1999 to determine if they should assume or reject
the leases.  An additional 120 days is needed to continue
to amass and analyze the required information, especially
in view of the size of debtors' cases and the number of
leases.  The debtors must make determinations as to whether
lease assumptions and rejections are appropriate, in the
context of their global and reorganization strategy.  The
debtors have engaged in negotiations with numerous creditor
constituencies, including the Committee and the Franchisees
Committee, with the goal of developing a consensual
framework for a global reorganization strategy.  Because
the debtors have not yet formulated their plan of
reorganization, they claim that they are unable to make
determinations regarding the assumption or rejection of the
leases at this time.

A hearing to consider the motion will be held on November
13, 1998 at 10:30 am before the Honorable Mary F. Walrath,
US Bankruptcy Court for the District of Delaware.


LONG TERM CREDIT BANK: Anzai Picked To Head LTCB
------------------------------------------------                            
The government on Wednesday unofficially named Takashi
Anzai, executive director of the Bank of Japan (BOJ), as
the new president of the Long-Term Credit Bank of Japan,
which will soon be nationalized, government officials said.  
The selection of Anzai, the 57-year-old former chief of the
central bank's inspection bureau, will be formalized later
in the day by the administration of Prime Minister Keizo
Obuchi, the officials said.

Anzai will replace Tsuneo Suzuki, the current president of
the LTCB, at a time to be determined by the government,
they said.  Government officials earlier said Suzuki will
remain in his post for the time being to ensure that the
bank's operations can be smoothly taken over by the
government.

Last Friday, the government approved LTCB's request to be
nationalized. The bank made the request to avoid severing
credit lines to its longtime corporate borrowers and to
avert a default on its obligations to creditors.
LTCB is the first bank to be nationalized in postwar Japan.
Chief Cabinet Secretary Hiromu Nonaka said the government
will appoint senior executives from the Industrial Bank of
Japan and LTCB as vice presidents of the nationalized LTCB.
The senior managing director of the new LTCB will be picked
from Bank of Tokyo-Mitsubishi, Nonaka said.  The government
earlier asked the Mitsubishi Research Institute, the bank's
research arm, to send its chief to head the nationalized
LTCB, government sources said but the request was
apparently turned down. (Kyodo News -10/29/98)


MOBILEMEDIA: Arch Communications Ready For Vote
-----------------------------------------------
Arch Communications Group Inc. [APGR] plans "soon" to
schedule a special meeting of shareholders to vote on the
company's pending merger with MobileMedia Corp., Arch
announced.  The meeting is one of several steps that need
to be accomplished before Arch can close on the acquisition
of MobileMedia, the paging operator that recently  
emerged from Chapter 11 federal bankruptcy status. Others
include a vote of MobileMedia's secured and unsecured
creditors; a final U.S. Bankruptcy Court order confirming
MobileMedia's plan of reorganization; and an FCC order for
the  transfer of MobileMedia's licenses to Arch.

Arch's update on the status of the MobileMedia merger was
part of its third quarter financial results released
yesterday (10/28).  Arch said it added 80,000 net
subscribers during the three months ended Sept. 30,
boosting the size of its base to more than 4.21 million.
MobileMedia served approximately 3.2 million subscribers as
of Aug. 31, the most recent date for which figures were
available.  Arch posted net revenues of $96.9 million in
the latest quarter, up from $93.6 million in the prior
year.  The company's operating cash flow (EBITDA) came in
at $35.8 million, a 10 percent gain compared to the 1997
quarter.

Arch managed the gains despite encountering "a challenging
competitive environment and a period of economic
uncertainty," Chairman and CEO Ed Baker Jr. noted.  And
yet, many questions remain for Arch.  The company's common
shares have lost about 75 percent of their value since the
MobileMedia deal was announced, so that Arch stock trades
for less than $1 -- hardly a vote of confidence by Wall
Street in the company's strategy.(Copyright Phillips
Publishing, Inc. Communications Today -10/29/98)


PECHORA THERMAL PLANT: Goes Bankrupt
------------------------------------
The Pechora Thermal Power Plant (TPP), the  
biggest TPP in the Komi Republic, has been put under
outside control for a period of 12 months, senior
executives of the TPP told Tass on Thursday. A  
decision about it was taken by the council of creditors of
the Pechora TPP at  its meeting on Wednesday. The Court of
Arbitration of the Komi Republic will decide whether or not
the decision of the council of creditors was
correct and  will establish the bankruptcy procedure.

The Pechora TPP is the only power plant of the block type
in the Komi Republic, and its bankruptcy is fraught with
serious consequences for the whole of the republic,
especially with winter coming, which, according to
forecasts, is going to be severe. (ITAR TASS-10/29/98)

It was reported that A US company has come to the rescue of
a heat and power plant in northern Kazakhstan, which was
facing bankruptcy, Interfax-Kazakhstan news agency  
reported.  "The US company Access Industries, which wants
to own the Petropavlovsk Heat and Power Station No 2, has
provided not only 16m dollars in investment to  
carry out repairs and preparation work for the winter
season, but specialists as well," the agency said.


POCKET COMMUNICATIONS: Lenders Sue To Block FCC From
Revoking Licenses
-----------------------------------------------------
Taking a page from another bankrupt wireless licensee,
Pocket's lenders are seeking a temporary restraining order
and preliminary injunction to block the Federal
Communications Commission from terminating the company's 43
C- Block licenses on Friday and reselling them at an
auction early next year.  In conjunction with the request
for emergency injunctive relief, the lenders sued the
agency Tuesday, claiming that Pocket paid $1.4 billion to
purchase licenses worth "only approximately 15% of that
amount."  The FCC is using a clause in Pocket's $4.8
million debtor-in-possession financing agreement as
authority for the revocation.  The clause states, in part,
that the FCC is permitted to revoke and resell the licenses
if Pocket is "not in compliance with the applicable FCC
orders, rules and regulations (including a default in the
Debtors' payment obligations to the FCC)..." (Federal
Filings Inc. 30-Oct-98)


READING CHINA & GLASS: Files Chapter 11
---------------------------------------
Reading China & Glass Reading China & Glass Inc., Newark,
Del., and its subsidiaries RCGH Inc., Calvert Importers &
Distributors Inc. and RCGTM Inc. filed for chapter 11
protection yesterday, according to Reuters. The china
houseware retailer listed assets and liabilities each in
the range of $50 million to $100 million. The company
listed 34 stores in Alabama, Delaware, Florida, Georgia,
Kansas, Kentucky, Missouri, North Carolina, Ohio,
Pennsylvania, Tennessee, Texas and Virginia. (ABI 30-Oct-
98)


REGENCY HOMES: Selected Assets Acquired By Washington Homes
-----------------------------------------------------------
Washington Homes Inc. announced yesterday that it has
reached an agreement to acquire a portion of the remaining
assets of Regency Homes Inc., a Maryland-based regional
homebuilder. The initial proposal, announced in August,
provided for the purchase and management of all of
Regency's assets for $25.5 million payable to the
bankruptcy trustee. But the secured banks rejected the
proposal, and the assets were approved to be released to
the banks in a court-approved motion dated Oct. 19.
Washington Homes now has signed a definitive agreement with
two of the banks, which assigns their assets to   
Washington Homes for a total purchase price of $7.3
million. The transaction should be completed by Nov. 6.


SCORES: Posh Nightclub Files For Chapter 11 Protection
------------------------------------------------------
Scores, the posh Manhattan strip club from which John
(Junior) Gotti has been accused of siphoning hundreds of
thousands of dollars, yesterday filed for Chapter 11
bankruptcy protection from its creditors.

Scott Levine, a bankruptcy lawyer for Scores Entertainment
Inc., said mounting debts incurred by the club's former
management, as well as reduced  
revenues and costs of complying with New York City's new
zoning restrictions on  strip clubs, were to blame for the
filing in U.S. Bankruptcy Court for the Southern District
of New York.

The club on East 60th Street will continue to operate while
it works out a plan to pay off its debts, said Levine, of
the Manhattan law firm Platzer Swergold Karlin Levine
Jaslow LLP.

The zoning regulations, which the city was allowed to start
enforcing in July, prohibit X-rated businesses from
operating within 500 feet of homes, houses of worship,
schools or one another. Scores is in a residential  
neighborhood and had said it had hired a seamstress to
create new costumes for its dancers.

The case has been assigned to Chief U.S. Bankruptcy Judge
Tina Brozman.

Gotti, of Mill Neck, is scheduled to go to trial in January
on the federal charges, which alleged, among other things,
that Scores was one of the Gambino crime family's
moneymaking schemes. The indictment called Gotti one of the
supervisors of the Gambino crime family.  - Alan J.
Wax(Copyright Newsday Inc., 10/30/98)


SIZZLER INTERNATIONAL: Files Form 10-K With SEC
-----------------------------------------------
Sizzler International Inc. reports that the aggregate
market value of the voting stock held by non-affiliates of
the company on June 30, 1998, computed by reference to the
closing sale price of such shares on such date was
$67,190,827.

The number of shares outstanding of common stock, $0.01 par
value, as of June 30, 1998, was 28,823,249.


SOUTHEAST BANKING: Trustee Announces $100m Distribution
-------------------------------------------------------
Bankruptcy Trustee Jeffrey H. Beck announced that the
bankruptcy court has authorized him to resume the
previously suspended distribution of $100 million to
creditors of Southeast Banking Corp., according to a
newswire report. The court also authorized the creation of
an additional $35 million segregated reserve concerning a
dispute between senior and subordinated bondholders. The
reserve will remain in place until a final settlement or
resolution of the intercreditor dispute, or earlier at the
court's discretion.

Southeast Banking filed for bankruptcy protection in
September 1991, after federal and state regulators seized
its subsidiary banks. Together with prior interim
distributions, the $100 million distribution will bring the
total paid to creditors and bondholders to about $301
million. (ABI 30-Oct-98)


SUNBELT NURSERY: Proposes Settlement With Pier 1
------------------------------------------------
The debtors, Sunbelt Nursery group, Inc., the debtors'
Creditors' Committee and Pier 1 Imports, Inc. have
negotiated a certain Settlement Agreement that provides
that the Pier 1 claim against Wolfe Nursery Inc. will be
allowed the Wolfe estate in the amount of $1.850 million.  
The Pier 1 claim against Sunbelt will be disallowed in its
entirety. The proposed settlement reduces Pier 1's claim by
almost $13 million from the secured claims filed by Pier 1
against the Wolfe and Sunbelt estates.  In connection
therewith, the Sunbelt and Wolfe estates avoid spending
substantial time and money litigating the validity and
amount of Pier 1's claims.  The settlement also pave s the
way toward confirmation of the plan of liquidation filed by
Wolfe and its affiliated debtors.  The debtor claims that
the terms of the Settlement Agreement are in the best
interests of the estate.


TOSHOKU AMERICA: Hearing Set For Disclosure Statement
------------------------------------------------------
Toshoku America, Inc., the debtor is seeking a court order
approving the debtor's disclosure statement.  A hearing
will be held on November 19, 1998 at 9:30 am before the
Honorable Jeffry H. Gallet, US Bankruptcy Judge at the US
Bankruptcy Court, Southern District of New York, Alexander
Hamilton Customs House, Room 523, One Bowling Green, New
York, NY 10004.

The debtor states that the Disclosure Statement contains
adequate information and should be approved.


WESTBRIDGE CAPITAL: Reports Third Quarter Results
-------------------------------------------------
Westbridge Capital Corp. (OTC Bulletin Board: WBBCQ) today
reported a net loss for the third quarter ended  
September 30, 1998 of $6,907,000 equal to a net loss of
$1.01 per diluted share, on total revenues of $41,868,000.  
For the corresponding 1997 quarter, the Company's net loss
totaled $19,968,000, or $3.29 per diluted share, on  
total revenues of $48,405,000.

For the nine-month period ended September 30, 1998, the net
loss totaled $15,022,000, or $2.39 per diluted share, on
revenues of $129,544,000.  For the corresponding period a
year ago, Westbridge's net loss was $25,406,000, or  
$4.34 per diluted share, on total revenues of $142,743,000.

As previously reported, the Company has continued to
experience adverse loss ratios and declining persistency on
its old Medical Expense and Medicare Supplement products,
although the loss ratios for the third quarter of 1998  
reflected an improvement over the first and second quarters
of 1998.

As a result of the Company's recognition of a $5.0 million
premium deficiency in the current quarter and the Company's
recognition of a $65.0 million premium deficiency in the
fourth quarter of 1997, the Company is currently
recognizing commission expense on such old lines of
business rather than deferring and amortizing such expense
as a component of DPAC.  Until such time as profitability
can be restored on these old product lines, current period
DPAC amortization will be lower than prior periods and
commission expense will be higher than prior periods.

Also as previously reported, the Company filed a voluntary
Chapter 11 petition and a prearranged plan of
reorganization in the United States Bankruptcy Court for
the District of Delaware on September 16, 1998. The filing
of the Plan culminated months of negotiations between the
Company and an ad hoc committee of holders of its 11%
Senior Subordinated Notes and 7-1/2% Convertible
Subordinated Notes.  On October 28, 1998, the Company's
Disclosure Statement was approved, subject to certain
additions and entry of a Bankruptcy Court order. The
Company will be distributing its Disclosure Statement and  
Plan along with voting ballots to the appropriate parties-
in-interest. The Company expects to exit Chapter 11 by
year-end 1998.

Westbridge Capital Corp. underwrites, through its insurance
subsidiaries, and markets, through a controlled general
agency, individual medical expense and supplemental health
insurance products.


WINDSOR ENERGY: Baker Hughes Opposes Baker & McKenzie
-----------------------------------------------------
Baker Hughes, Inc. objects to the application of the
Official Committee of Unsecured Creditors of Windsor Energy
U.S. Corporation, debtor, to employ the law firm of Baker &
McKenzie as its general counsel.  

Baker Hughes points out that Windsor is the 99% general
partner of Rincon Island Limited Partnership.  These two
cases are not consolidated either procedurally or
substantively.  However, only one Committee was appointed,
and the two entities have very different creditors.  

Baker Hughes asserts that each should have its own
Creditors Committee.  Due to the inherent conflict of
interest in this situation, Baker Hughes believes that the
application of Baker & McKenzie should be denied.  

In addition, Baker Hughes contends that the law firms'
hourly rates, ranging from $300 to $450 per hour for
partners of the firm are excessive. Baker & McKenzie, while
it may be the largest law firm in world does not show that
it has the requisite experience to handle the
representation of a Creditors Committee in an oil and gas
bankruptcy case. And in fact the attorney who would be
handling the case has only worked on three gas and oil
bankruptcy cases.

Based upon the foregoing Baker Huges submits that the
application should be denied.


                    ***********

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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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