TCR_Public/981109.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, November 9, 1998, Vol. 2, No. 219

                  Headlines

APS HOLDING: Deadline For Filing Proofs of Claim
BIG RIVERS: Reaches Agreement With Union
BOSTON CHICKEN: Reports Third Quarter Results
CGE FORD: Won't Pursue Liquidating Plan
CAMELOT MUSIC: Applies to Withdraw Registration Statement

CAMPO ELECTRONICS: Converts To Chapter 7-Deal Falls Through
CITYSCAPE FINANCIAL: Court Approves Retention of Jay Alix
CRIIMI MAE: Announces Special Servicers of Mortgage Pools
CRIIMI MAE: Trustee Names Committee For Criimi Mae Unit
DIGICASH: Seeks Chapter 11 Protection

DOMINION BRIDGE: Extension To File Creditor Proposal
GANTOS INC: Announces Three Year $40 Million Facility
HOME CHOICE HOLDINGS: Files Annual Report With SEC
INCOMNET: Gets $5 Million Bridge Financing For Turn Around
IMARK TECHNOLOGIES: Case Summary & 20 Largest Creditors

INTERNATIONAL HERITAGE: Accountants and Officers Resign
IRIDIUM LLC: Reports Third Quarter Results
MC LIQUIDATING: Auction For Microwave Network Announced
MERIS LABORATORIES: Consummates Sale of Assets to Unilab
NORDICTRACK: CML Announces Bankruptcy Filing

PITTSBURGH PENGUINS: File Petition Against City Councilman
RAMTRON INTERNATIONAL: In Tight Financial Spot
SCORES ENTERTAINMENT: Case Summary & 20 Largest Creditors
SUN TELEVISION: Taps Nassi/Alco/Hilco Venture For GOB Sales
TVX GOLD: Reports Production Improving

VISTA PROPERTIES: Files Pension Fund Trustee's Plan
WESTBRIDGE CAPITAL: Amends Plan For Underwriter Claims

                  *********

APS HOLDING: Deadline For Filing Proofs of Claim
------------------------------------------------
APS Holding Corporation and its affiliates, as debtors,
published a notice in The Wall Street Journal, November 6,
1998  that all creditors of the debtors are required to
file on or before 4:00 pm on December 31, 1998 a completed
and executed proof of claim form on account of any claim
against any of the debtors.


BIG RIVERS: Reaches Agreement With Union
-----------------------------------------
The Evansville Courier reports on October 14, 1998 that
Big Rivers Electric Corp. and a union that represents the
utility's remaining employees reached agreement this week
on a new four-year labor contract.

The contract, which takes effect Thursday, will give
workers a 3 percent raise in each of the next four years.

Big Rivers, which filed for bankruptcy in 1996, in July
turned over operation of its generating plants to Western
Kentucky Energy, a subsidiary of Louisville Gas & Electric
Co. of Louisville. Big Rivers still has 90,000 customers in
22 counties served by Henderson-Union, Green River, Jackson
Purchase Energy Corp. and Meade County RECC distribution
co-ops.  The lease of its power plants to Western Kentucky
Energy reduced the number of Big Rivers union employees
from more than 400 to 28.

Remaining Big Rivers union employees are at its electric
power transmission department on Airline Road in Henderson.
The contract was extended for a year in October 1997 while
Big Rivers and LG&E continued to work out the lease. Big
Rivers and Western Kentucky now have separate agreements
with Local 1701 of the International Brotherhood of  
Electrical Workers.

Other changes in the agreement include improvements in
medical coverage, improvements in the retirement and 401(k)
plans and revisions in work rules that are designed to
improve productivity and flexibility, the company and union
said in a joint statement.

Big Rivers reaches agreement with union Only 28 workers
left at restructured utility HENDERSON, Ky. -- Big Rivers
Electric Corp. and a union that represents the utility's
remaining employees reached agreement this week on a new
four- year labor contract.

The contract, which takes effect Thursday, will give
workers a 3 percent raise in each of the next four years.
Big Rivers, which filed for bankruptcy in 1996, in July
turned over operation of its generating plants to Western
Kentucky Energy, a subsidiary of Louisville Gas & Electric
Co. of Louisville.

Big Rivers still has 90,000 customers in 22 counties served
by Henderson-Union, Green River, Jackson Purchase Energy
Corp. and Meade County RECC distribution co-ops.

The lease of its power plants to Western Kentucky Energy
reduced the number of Big Rivers union employees from more
than 400 to 28. Remaining Big Rivers union employees are at
its electric power transmission department on Airline Road
in Henderson.

The contract was extended for a year in October 1997 while
Big Rivers and LG&E continued to work out the lease. Big
Rivers and Western Kentucky now have separate agreements
with Local 1701 of the International Brotherhood of
Electrical Workers.

Other changes in the agreement include improvements in
medical coverage, improvements in the retirement and 401(k)
plans and revisions in work rules that are designed to
improve productivity and flexibility, the company and  
union said in a joint statement.


BOSTON CHICKEN: Reports Third Quarter Results
---------------------------------------------
Boston Chicken, Inc. (Nasdaq: BOSTQ) announced results of
operations for its third fiscal quarter ended October 4,
1998.

The company reported third quarter 1998 company revenue of
$261.0 million compared with $110.8 million for the third
quarter of 1997. The increase in company revenue is due to
an increase in the number of Boston Market company  
restaurants, as well as an increase in the number of
company restaurants for Einstein/Noah Bagel Corp. (Nasdaq:
ENBX), a majority owned subsidiary of the company, as a
result of the conversion of area developer loans.  
Therefore, revenue is not readily comparable to prior
quarters.

While company revenue in the third quarter has increased
year-over-year because of the increased number of company-
owned restaurants, weekly net sales per Boston Market
restaurant were down 18.3% from the year-ago period.  Net  
systemwide Boston Market restaurant revenue was $207.9
million for the third quarter of 1998 compared with $265.1
million for the year-ago period, or down 21.5%.

The company recorded $260 million of special charges in the
third quarter, including $105.5 million of restaurant
closure costs and other charges related to the company's
voluntary filing for Chapter 11 bankruptcy protection
on  October 5, 1998.  The special charges also include a
$110.7 million charge related to the assets recorded in
connection with the restructuring of the company's 1996
Master Lease, a $25.5 million provision for potential loan
losses and $18.3 million of charges primarily related to
financing costs and other asset write-downs.  Including
third quarter charges, the company has recorded $595.1
million of special charges thus far this year.

Primarily as a result of the special charges, the company
reported a net loss for common stockholders for the third
quarter of 1998 of $290.8 million, or $3.79 per diluted
share, compared with net income of $11.0 million, or $0.16  
per diluted share for the third quarter of 1997.  Year-to-
date, the company's net loss is  $727.9 million, or $9.93
per diluted share.

J. Michael Jenkins, Boston Chicken chairman, chief
executive officer and president, said, "While Boston Market
sales and customer counts continue to decline from year-ago
levels, we have improved restaurant operations and cash  
flow.  By quarter end, the rate of decline in customer
counts improved by 5% over the second quarter.  Despite the
sales decline, third quarter company-operated store
operating cash flow margins were 9.6% of net sales, or
$19.7  million versus 5.8%, or $15.2 million, in the third
quarter 1997.

Jenkins continued, "Although we are pleased with our
progress, an unfortunate, but not unexpected, result of the
publicity from our Chapter 11 filing has been  a 7-9%
decline in customer counts so far in the fourth quarter."

On October 26, 1998, the company received final approval of
its $70  million Debtor-in-Possession (DIP) credit
facility, $35 million of which was  used to refinance a
pre-petition 1998 liquidity facility.

"As part of our reorganization, we are working to reduce
our current debt of over $900 million by nearly two-thirds.  
We hope to exchange our three issues of subordinated
convertible debentures, totaling approximately $627
million, for equity.  A reduced debt burden, the recent
closing of underperforming restaurants, continued efforts
to improve operational performance and our strong brand
image are the cornerstones of our plan of reorganization,"
said Lawrence E. White, Boston Chicken executive vice-
president and chief financial officer.

The Creditor Committee, consisting primarily of
bondholders, has indicated it is willing to exchange the
convertible subordinated debentures and other  
unsecured debt for all of the equity of the reorganized
company.  "Although the company is exploring opportunities
to preserve some value for existing stockholders, there can
be no assurance that existing stockholders will retain  
any value," White cautioned.

The company has been notified by the Nasdaq Stock Market
("Nasdaq") of Nasdaq's determination that the company is
not in compliance with the net tangible assets requirement
or the alternative $5 minimum closing bid price requirement  
for continued listing of its common stock on the Nasdaq
National Market.  The company has a hearing scheduled with
Nasdaq on November 19, 1998 regarding these compliance
issues.  There can be no assurance that the hearing will  
result in continued listing of the common stock on the
Nasdaq National Market.  Delisting of the common stock from
Nasdaq could have a material adverse effect on the market
price of, and the efficiency of the trading market for, the  
company's common stock.


CGE FORD: Won't Pursue Liquidating Plan
---------------------------------------
CGE has decided not to proceed with its liquidating
reorganization plan and, at least for now, has acquiesced
to the plan from indenture trustee U.S. Bank Trust N.A.
that calls for resurrecting CGE's Illinois waste
tire-to-energy plant. After CGE also informed the court at
Monday's scheduled disclosure statement hearing that the
company is not withdrawing its plan, U.S. Bank pledged to
amend its disclosure statement in order to address the
objections that were filed and submit the new
disclosure statement and plan Nov. 17. Ordering that no
further disclosure statement hearings were necessary, the
court decided that U.S. Bank's amended disclosure statement
would have interim approval when it was filed and that the
amended filing would be sent to interested parties for
voting thereafter. (Federal Filings Inc. 06-Nov-98)


CAMELOT MUSIC: Applies to Withdraw Registration Statement
---------------------------------------------------------
In a letter filed with the SEC, Camelot Music Holdings,
Inc., a Delaware corporation states that it is making an
application for the withdrawal of the Company's
Registration Statement relating to the Company's Common
Stock, $.01 par value.

The Company seeks to withdraw the Registration Statement in
light of the proposed stock-for-stock merger between the
Company and Trans World Entertainment Corporation. The
definitive merger agreement is subject to customary closing
conditions, including approval by both Trans World and
Camelot stockholders, and is expected to close
early next year. Under the Merger Agreement, each
stockholder of the Company will receive 1.9 newly issued
shares of Trans World common stock for each share
of Common Stock, and the Company will become a wholly owned
subsidiary of Trans World.


CAMPO ELECTRONICS: Converts To Chapter 7 As Deal Falls
Through
------------------------------------------------------
In a UPI newswire brief of November 5, 1998 it was reported
that a bankruptcy judge is expected to decide whether 20  
Campo Appliance, Electronics, and Computers stores can be
sold to the parent company of A-1 Appliances. If the deal
is approved, at least some of the stores would be reopened
under the Campo name. The Campo stores were closed almost
two weeks ago when they could no longer meet their
obligations under a bankruptcy reorganization plan.

On November 6, 1998 a newsire report announced that a deal
to reopen seven of 20 closed Campo appliance and computers
stores fell through after the parent of the A-1 Appliances
chain withdrew its' offer to buy the stores. That came as
Campo changed its bankruptcy claim from Chapter 11
reorganization to Chapter 7 liquidation status. A court
trustee now will decide how the company's inventory will be  
sold off, whether to other companies, or at a public going
out of business  sale. Campo once had 36 stores in six
states.


CITYSCAPE FINANCIAL: Court Approves Retention of Jay Alix
---------------------------------------------------------
On October 29, 1998, Judge Adlai S. Hardin, Jr. entered an
order authorizing the debtors, Cityscape Financial Corp.
and Cityscape Corp., to retain the firm of Jay Alix &
Associates to assist the debtors with compiling information
for the examiner and compiling information for the
schedules and statement of financial affairs to be filed
with the court.


CRIIMI MAE: Announces Special Servicers of Mortgage Pools
---------------------------------------------------------
CRIIMI MAE Inc.(NYSE: CMM), the commercial mortgage company
operating under Chapter 11 protection since October 5,
1998, today announced the designation of Banc One Mortgage
Capital Markets,  LLC (BOMCM) as special servicer on
approximately $28 billion of CMBS representing 32
commercial mortgage pools, subject to the consent and other  
procedural requirements contained within the respective
servicing agreements.

CRIIMI MAE Services Limited Partnership (CMSLP), an
affiliate operating outside of bankruptcy court purview,
will continue to perform special servicing for the 32
commercial mortgage pools as sub-servicer for BOMCM. This
new arrangement  maintains continuity in the ongoing asset
management by CMSLP of specially serviced loans while
adding the oversight, financial capacity and depth of  
BOMCM's highly rated special servicing.

CRIIMI MAE Inc. remains the owner of the subordinated CMBS
for each of the 32 commercial mortgage pools and, as such,
retains all rights pertaining to the ownership of these
CMBS including the right to replace the special servicer.

"We have brought in Banc One to allay rating agency
concerns stemming from CRIIMI MAE Inc.'s reorganization
filing.  We hope this will contribute to investor
confidence and enhance the stability of the CMBS market
while we move towards reorganizing the company," said
CRIIMI MAE Inc. president H. William Willoughby.

He added that there have been no losses of principal in
portfolios for which CMSLP has been special servicer.


CRIIMI MAE: Trustee Names Committee For Criimi Mae Unit
-------------------------------------------------------
The U.S. Trustee has appointed a separate unsecured
creditors' committee for Criimi Mae Management Inc., a
subsidiary of mortgage REIT Criimi Mae Inc. The three-
member panel consists of Dun & Bradstreet (interim chair),
Andrews Office Products, and Ad Solution. The recently-
formed committee is seeking approval to hire Paul Nussbaum
and Martin Fletcher of Whiteford Taylor & Preston LLP as
counsel to, among other things, evaluate whether it's
necessary to seek the appointment of an examiner or
trustee. The Baltimore law firm will assist the panel in an
"investigation of the acts, liabilities and financial
condition of the Debtor, the operation of the Debtor's
business and the desirability and profitability of
continuing such businesses." (The Daily Bankruptcy Review
and ABI Copyright c November 6, 1998)
    

DIGICASH: Seeks Chapter 11 Protection
-------------------------------------
DigiCash Inc. announced that it has filed for chapter 11
protection after reducing its staff from 50 in February to
just six, CNET reported. The electronic cash pioneer
liquidated its operations in the Netherlands, where the
company was founded, in September, and the
company is seeking new investors or a buyer for its
software technology. DigiCash has been running off a bridge
loan from its venture capital investors since June. Most of
its $4 million in liabilities is owed to its initial
venture capital financiers who extended the bridge loan.
The company's eCash enables consumers to make anonymous
payments of any amount; the anonymity differentiates this
product from other e-cash schemes, the company
said. DigiCash's intellectual property includes patents,
protocol and software systems that can be used for
applications like online electronic voting. (ABI 06-Nov-98)


DOMINION BRIDGE: Granted Extension To File Creditor
Proposal
---------------------------------------------------
Dominion Bridge Corporation and its subsidiary Cedar Group
of Canada were granted a new extension until December 10,
1998 to file their Proposal to their respective creditors,
pursuant to notices of intention filed on August 11, 1998,
under the Bankruptcy and Insolvency Act.


GANTOS INC: Announces Three Year $40 Million Facility
-----------------------------------------------------
November 3, 1998 -- Gantos, Inc. (Nasdaq:GTOS) announced
that it has executed a commitment letter to refinance the
working capital facilities of Gantos into a $40 million
facility with Foothill Capital Corporation and Paragon
Capital LLC. The Foothill/Paragon facility is a three
year facility and will replace Gantos' current $40 million
facility with Fleet Bank. The consummation of the
Foothill/Paragon facility is subject to several
conditions, including documentation satisfactory to
Foothill/Paragon and the absence of a material adverse
change in the business of Gantos.  Gantos expects,
subject to the satisfaction of these conditions, to
consummate the refinancing in mid-November.

Gantos also announced that it has terminated its proposed
merger with HOM Holding, Inc., the sole stockholder of Hit
or Miss, in accordance with the terms of the merger
agreement previously executed in May 1998.

Arlene Stern, President & Chief Executive Officer of
Gantos, stated that "We are pleased that Foothill and
Paragon have committed to financing Gantos' operations for
the next three years. The new facility contains more
favorable borrowing terms for Gantos, which in turn
strengthens our financial position and allows Gantos to
continue the progress it has made in its turnaround. The
new facility will allow us to focus on growing our
business, while maintaining our vendor and landlord
relationships and service to our customers."


HOME CHOICE HOLDINGS: Files Annual Report With SEC
--------------------------------------------------
Home Choice Holdings Inc. filed its annual report for the
fiscal year ended December 31, 1997.

The aggregate market value of the 10,621,950 shares of
Common Stock held by non-affiliates of the registrant at
the closing sales price on March 27,1998: $212,439,000

The number of shares of Common Stock outstanding as of the
close of business on March 27, 1998: 16,967,121


Revenue increased $106.8 million, or 86%, to $231.0 million
for the year ended December 31, 1997 from $124.2 million
for the comparable period in 1996. Net income decreased
$5.2 million, or 472.7% to a loss of $4.1 million for the
year ended December 31, 1997, from an income of $1.1
million for the comparable period in 1996, and as a
percentage of revenue, net income decreased to a negative
1.7% from a positive .9% for the comparable period in 1996.
These decreases occurred primarily as a result of higher
amortization of intangibles, operating losses attributable
to the 34 new stores opened by RTO during the year ended
December 31, 1997, expenses related to the Company's store
name change program initiated in 1997, and increased
corporate expenses related to integration of the RTO
Acquisitions, the 1996 Alrenco Acquisitions and the 1997
Alrenco Acquisitions. The decrease in net income for1997 is
partially offset by lower business combination costs and
related key executive signing bonuses expensed in 1997 as
compared to those expensed in 1996.


INCOMNET: Gets $5 Million Bridge Financing For Turn Around
----------------------------------------------------------
A business wire report of November 6, 1998 reports that
Irvine-based telecommunications and network marketing
company Incomnet Inc. (Nasdaq:ICNT) announced that it
completed a $5 million loan transaction which will serve as
the bridge financing to an anticipated $20 million secured
credit facility expected to be completed by mid-December.

The completion of this bridge financing follows a series of
recent accomplishments in the company's turn-around
strategy headed by its new President and Chief Executive
Officer, Denis Richard.

The company has in the last few months changed most of its
board members and senior management of both the parent
company and its principal communications subsidiary,
National Telephone & Communications Inc. (NTC).

Jack Casey is Incomnet's new Chairman and long-time
shareholder who, in addition to orchestrating the recently
announced board change, acquired highly dilutive preferred
stock that was convertible, upon an increase in the number  
of authorized common shares, into approximately 26% of the
company's common stock.

Another tranche of this highly dilutive preferred stock
convertible into approximately 7% of the company's common
stock (when available) was acquired by the bridge loan
lender. Both Casey and the bridge loan lender are required
to allow the company to buy back these shares at cost plus
carried cost, which is substantially less than the
company's recent trading price.

If, for corporate reasons, the buy-back is not possible
within the next year, these shares will be made available
to shareholders through a rights offering. Casey remains a
significant shareholder of the company even after
accounting for this buy-back program or rights offering.

"We have under very difficult circumstances gained the
confidence and support of our shareholders and creditors,
including our network provider, MCI WorldCom. MCI WorldCom
has not only provided financing support but also agreed  
to significantly reduce NTC's service commitment to MCI
WorldCom while at the same time providing a new aggressive
rate program," reported Richard.

In connection with the bridge loan, the company issued
warrants to purchase 500,000 shares of common stock at $1
per share. The bridge loan is secured by a pledge of stock
sale proceeds of a subsidiary other than NTC and other
assets of the company.

The $20 million secured credit facility, expected to close
in December 1998, remains subject to a number of conditions
that must be satisfied prior to Dec. 15, including
resolution of certain litigation on terms acceptable to the  
lender.

Upon completion of the $20 million secured credit facility,
the company will issue to the lender warrants to purchase 2
million shares of Common Stock at $1.00 per share, and
warrants to purchase 1 million Common shares at $2.25 per  
share. The price and number of warrants are subject to
adjustment based on the performance of the company. The
credit facility will be secured by most of the assets of
the company and NTC.

After completion of the $20 million secured credit facility
in December 1998, First Bank will be completely paid-off
and NTC will no longer be in default to MCI WorldCom. First
Bank and WorldCom have agreed to forbear from taking
any  actions under current NTC defaults until Dec. 15,
1998, to allow the company to  complete this financing.

No assurances can be given that the company will be
successful in completing the $20 million secured credit
facility by Dec. 15, 1998 or at all.

Incomnet provides cost-saving products primarily in the
telecommunications industry. Incomnet's subsidiary NTC, is
a reseller of long distance and other communications
products to residential and small business customers
through its independent sales representatives using a
network marketing strategy.


IMARK TECHNOLOGIES: Case Summary & 20 Largest Unsecured
Creditors
--------------------------------------------------------

Debtor:  Imark Technologies, Inc.
         530 Herndon Parkway
         Suite 100
         Herndon, VA 20170-5226

Type of business: Development stage company engaged in the
business of developing and marketing the CD-MAX, NET-MAX
and NET-MAX+ systems, based upon its proprietary
technology, which is designed to allow publishers of
professional, corporate, library and education information
to sell information to end-users on a usage basis.  The
company's systems consist of proprietary metering and
encryption software and bill services.

Court: Eastern District of Virginia

Case No.: 98-17963    Filed: 10/29/98    Chapter: 11

Total Assets:              $716,597
Total Liabilities:       $1,275,315
No. of shares of common stock - 4,373,270; 2,300 holders

20 Largest Unsecured Creditors:

   Name                              Nature         Amount
   ----                              ------         ------
International Advance, Inc.   Secured Loans        465,000
Autonomy                   Software License        170,000
Gross, Phil                 Loan and Salary        125,000
Monroe Parkway LLC        Real Estate Lease         89,595
Vallath, Ram                         Salary         86,957
Ginsburg, Feldman & Bress      Trade Credit         54,675
Greenberg, Traurig             Trade Credit         42,612
Wachovia Bank, N.A.               Bank Loan         42,263
RMR & Associates, Inc.         Trade Credit         41,198
Ernst & Young                  Trade Credit         37,308
Gallagher, Michael                   Salary         35,000
Newcourt Capital/AT&T Capital   Equipment Lease     34,488
SGC Associates               Consulting Pay         22,676
Schnipper, Steve  Subordinated Secured Loan         20,000
Murray Hill Associates, LP    Real Estate Lease    19,241
Core Communications              Trade Debt         18,763
Insurance Premium Finance, Inc.  Trade Debt         14,187
UUNET Technologies, Inc.         Trade Debt         12,392
Backweb                  License (Disputed)         12,075
CIVS                  Trade Debt (Disputed)         10,216


INTERNATIONAL HERITAGE: Accountants and Officers Resign
-------------------------------------------------------
On October 23, 1998, Eilers, Jones, Brown & McLeod, CPA's,
PA, resigned as the Company's certifying accountants due to
the fact that the Certifying Accountants are no longer
independent.  The written resignation was received
by the Company November 3, 1998.
      
On October 20, 1998, in a special meeting of the Board of
Directors, the Board accepted the resignation of O. Kenneth
Rudd, III, Executive Vice President of
the Company.

On October 24, 1998, at the regularly scheduled meeting of
the Board of Directors, the Board accepted the resignation
of Robert M. Hukezalie, Chief Operating Officer, Kevin D.
Jones, Chief Information Officer and Christopher A. Reid,
Vice President and Chief Compliance Officer.  The Board
also accepted the resignation of Georgina Marie Mollick,
Vice President of Legal Affairs and Assistant Corporate
Secretary as an officer of the Company and Angie C.
Stewart, Corporate Secretary for the Company and its
subsidiaries.  Ms. Mollick and Ms. Stewart will continue to
be employed by the Company.

In the October 24, 1998, Board of Director's Meeting, the
Board resolved to waive any contractual or other
restriction upon its Independent Retail Sales
Representatives ("IRSRs") which would limit or impede them
from contracting with other network marketing companies.  
This action was taken in order to allow the Company to take
steps to convert its operations from a multi-level
marketing company to a direct marketing company.  The
Company will eliminate the recruitment of new IRSRs from
its marketing plan and will continue to market its existing
product lines consisting of fine jewelry, collectibles,
sports equipment, telecommunications services and a
proprietary line of skin care and nutritional products
through all forms of media, including print,
radio and television advertising.  The Company will reduce
its number of employees and consolidate its offices as part
of this change in operations.  

On October 26, 1998, John D. Brothers, Chief Operating
Officer submitted his resignation to the Board of
Directors.  It is anticipated that Mr. Brothers'
resignation will be accepted at the next meeting of the
Board.  On October 24, 1998, at the regularly scheduled
meeting of the Board of Directors, the Board accepted the
resignation of Harry B. Mains and John W.
Hemmer.  On October 25, 1998, Evonne B. Eckenroth submitted
her resignation to the Board of Directors.  It is
anticipated that Ms. Eckenroth's resignation will
be accepted at the next meeting of the Board.


IRIDIUM LLC: Reports Third Quarter Results
------------------------------------------
Iridium LLC reported to the SEC that during the third
quarter the company made substantial progress toward
meeting its goal of achieving worldwide service
availability.

For the quarter ending September 30, 1998, costs incurred
and capitalized for the communications systems assets
totaled $128 million. Since inception, amounts
capitalized for the communications systems assets have
totaled approximately$3.47 billion. The net loss for the
three months ending September 30, 1998, was $364 million.

On October 28, 1998 and November 1, 1998, Iridium LLC
issued press releases concerning the pager testing,
satellite maintenance launch schedule, the expected
progress of improvements and software enhancements,
expected operational and software improvements, the
transition to commercial service, gateway status, handset
and pager production schedules and volumes, handset and
pager demand levels, certain licensing and
regulatory approvals, the integration of service providers
and roaming partners, customer leads and other sales-
related data and the expected markets for Iridium services.

Many of these statements assume that Iridium will
transition smoothly from a development stage company to an
operating company.

A full-text copy of the filing is available via the
Internet at:

http://www.sec.gov/Archives/edgar/data/0000950133-98-
003676.txt


MC LIQUIDATING: Auction for Microwave Network Announced
-------------------------------------------------------
MC Liquidating Corp. f/k/a Midcom Communications, Inc.,
debtor, published a notice in The Wall Street Journal On
November 6, 1998 that an auction for the Microwave Network
formerly operated by PacNet, Inc. will be held on November
16, 1998 at 3:00 pm at the offices of Mayer Brown & Platt,
190 South LaSalle Street, Chicago, Illinois 60603.

Each bid must be for at least $420,000 in cash.  All
subsequent bids after the first succeeding bid shall be in
minimum amounts of $10,000, or such other amounts to be
determined by the Disbursing Agent and the Committee in
their sole discretion at the auction.


MERIS LABORATORIES: Consummates Sale of Assets to Unilab
--------------------------------------------------------
Meris Laboratories Inc. (MERS), of San Jose, California, a  
debtor in a Chapter 11 bankruptcy case pending in the
United States Bankruptcy Court for the Central District of
California, announced today that it has  consummated the
sale of substantially all of its assets to Unilab
Corporation, a Delaware corporation pursuant to an asset
purchase agreement that was approved by the Bankruptcy
Court following a hearing conducted on October  28, 1998.

The purchase price paid to Meris consisted of a convertible
subordinated note for $14,000,000 and $2,520,000 in
liabilities payable to Meris in equal installments over 72
months.  The Note has an 8-year term with a $3.00  
per share conversion price, and bears a 7.5% per annum
interest rate. In addition to Meris' customer list, Unilab
acquired substantially all of the assets of Meris and
assumed certain liabilities.

Meris previously announced that it had filed to reorganize
under Chapter 11 of the Bankruptcy Code.  Meris now expects
to file a plan of reorganization under which it will
distribute all of the net proceeds of the sale to its
creditors, subject only to the satisfaction of certain
administrative and other priority liabilities.  Because the
proceeds received from the asset sale to Unilab are less
than Meris' indebtedness, It is unlikely that holders of
Meris' common stock will receive any proceeds in the
reorganization.


NORDICTRACK: CML Announces Bankruptcy Filing
--------------------------------------------
CML Group, Inc. (NYSE:CML) announced that the Company's
NordicTrack subsidiary has filed for protection under
Chapter 11 of the U. S. Bankruptcy Code. NordicTrack
will move quickly to wind down its business operations and
sell its assets.

Separately, CML has reached an agreement with its secured
lenders to amend its credit facility and to provide CML
with a forbearance period through January 31, 1999. CML's
secured creditors have also agreed to continued credit  
availability for its profitable Smith & Hawken subsidiary
during the forbearance period. During this period, CML will
seek to recapitalize so as to reduce its debt load and
provide its Smith & Hawken subsidiary with additional  
working capital.

John Pound, Chairman and Chief Executive Officer of CML,
said: "Over the past nine months, we have explored a wide
range of alternatives for NordicTrack. We aggressively
investigated sale opportunities while also working to
restructure the company, cut costs, and reposition it as a
viable specialty retailer of  fitness products. There was
no meaningful acquisition interest that we could uncover in
NordicTrack in its present configuration and given its
troubled results."

Mr. Pound continued: "We will seek to reap the highest
price for NordicTrack's assets. Concurrently, we will seek
to further balance our capital structure through a
potential reduction of debt and infusion of equity. We have
engaged BancBoston Robertson Stephens Inc. to assist us in
pursuing opportunities for raising equity capital and they
are working aggressively to explore these opportunities."

Mr. Pound further continued: "Our secured creditors
understand Smith & Hawken's potential value and have
indicated that they will work with us as we seek to  
establish a new capital structure. Smith & Hawken has been
operating under difficult circumstances due to CML's
overall financial condition, and has none the less been
healthy, profitable and growing.

CML Group, Inc. also reported that it is in discussions
with the New York Stock Exchange regarding continued
listing of its stock by the Exchange. CML also indicated  
that it is making contingency plans for the listing of its
stock on an alternative national automated trading market,
in the event that the NYSE should decide against continued
listing of CML's securities at some future point in time.
The Company said it intends to provide its investors with  
continued access to trading, as the Company pursues the
plan that it announced on November 5, 1998, to sell the
assets of its NordicTrack division and to recapitalize and
attract growth capital to its profitable Smith & Hawken
division.


PITTSBURGH PENGUINS: File Petition Against City Councilman
----------------------------------------------------------
The Pittsburgh Penguins have filed a petition blaming City
Councilman Jim Ferlo for the team's declining ticket sales,
attributing this to Ferlo's proposal to keep the
Penguins out of the Civic Arena until the team pays its
nearly $1 million in back taxes, The Pittsburgh Post-
Gazette reported. The team said it lost more than $200,000
because of the public discussions about Ferlo's proposal.
The team has asked the court to order the city to reimburse
the team and to bar the council from considering Ferlo's
Oct. 27 legislation to revoke the team's Civic Arena permit
until the taxes are paid. An emergency hearing has been
scheduled for Nov. 13 before Hon. Bernard Markovitz.
(ABI 06-Nov-98)


RAMTRON INTERNATIONAL: In Tight Financial Spot
----------------------------------------------
The Gazette reports on November 1, 1998 that Ramtron
International Corp. raised $17.4 million from investors in  
February, and that deal was supposed to give the Colorado
Springs computer-chip company a financial boost and a
bridge to profitability.

Instead, the deal backfired, and once again Ramtron finds
itself in a financial tight spot that's distracting
officials from the company's real business - exploiting a
promising computer chip technology. This time, the  
situation threatens to undermine the company's viability.

The latest round of difficulty is rooted in some terribly
complicated financial circumstances, but the situation
boils down to this: Ramtron owes a select group of
investors millions of shares of stock it doesn't have. The  
company can create new shares, upsetting the rest of the
shareholders. Or it can pay off the investors, bleeding off
critical cash. Or it can try to renegotiate its February
deal.

In February, Ramtron raised $17.4 million by selling
something called Series A convertible preferred stock to
about 20 private investors. Ramtron planned to use about $7
million to pay off a loan.  The rest would pay Ramtron's
manufacturing partners, which were beginning to "ramp up"
production of Ramtron's two primary chip products.  The
investors received preferred shares. Each of those
preferred shares gave them the right to buy a share of
common stock as of May 25. The agreement's formula set the
price at $10 per share, but it wouldn't have been a good
deal for investors.

In late May, Ramtron stock was trading around $5 per share.
Ramtron had been hoping that a small rally in the price of
its stock that began in February would continue through the
year. The hope was that owners of the convertible preferred
shares would have been willing to grab their common shares,
then sell them into the stock rally, making money on their
sales.

Instead, Ramtron stock began to slide after the February
deal was struck.  So the investors waited, and Ramtron
stock continued to slide.  Then the problems really began.
There was a provision in the February investment agreement
that changed the conversion formula after Sept. 1. Instead
of paying $10 a share to convert into common stock then,
the investors could convert based on the lowest trading
price of Ramtron common stock for 22 trading days before
the conversion.

It wouldn't have been a problem if Ramtron stock were
trading at $10 a share or even a little less.  But by
September, Ramtron stock had dipped to below $2 a share.
It became cheap for the investors to convert their
preferred shares into common stock. Meanwhile, at the lower
conversion price, the investors got more common shares than
they would have at the higher price.

Investors converted so many preferred shares that by the
end of October, Ramtron had hit the ceiling on the number
of common shares it's allowed to have: 62.8 million.
The company now has nearly one-third more common shares on
the market than it had at the beginning of the year.

Investors who hold the preferred shares are entitled to
keep converting - less than half of the $17.4 million worth
of preferred shares have been converted.  At Ramtron's
current trading price, the conversions would add about 30  
million shares of common stock.  But Ramtron has no more
stock available.  To convert more, Ramtron shareholders
would have to OK more common shares.   That's not something
they'll do lightly.  Authorizing more shares will only
further dilute their stake in the company and likely would
keep the stock price low.

Because Ramtron shares are trading below $1, the stock no
longer meets Nasdaq requirements to remain listed on the
market. Nasdaq has not notified Ramtron of plans to de-list
its stock. If Nasdaq were to de-list Ramtron stock, that
would significantly reduce the company's exposure on the
market and make it tougher for investors to buy and  
sell Ramtron stock.  Meanwhile, Ramtron's $7 million loan
is past due. The lender, the National Electrical Benefit
Fund, extended a June 30 deadline to Sept. 30.


SCORES ENTERTAINMENT: Case Summary & 20 Largest Creditors
---------------------------------------------------------
Debtor:  Scores Entertainment, Inc.
         d/b/a Scores Showroom
         333 East 60th Street
         New York, NY 10021

Type of business: Owner and operator of a restaurant and
night club featuring cabaret entertainment located at 333
East 60th Street New York, NY.

Court: Southern District of New York

Case No.: 98B47779    Filed: 10/29/98    Chapter: 11

Debtor's Counsel: Scott K. Levine
                  Sherri D. Lydell
                  Platzer, Swergold, Karlin,
                  Levine,Goldberg & Jaslow, LLP
                  150 East 52nd Street
                  New York, NY 10022
                  (212)593-3000
                
                  
Total Current Assets:     $237,283
Total Liabilities:       $3,863,974

20 Largest Unsecured Creditors:

   Name                              Nature         Amount
   ----                              ------         ------
A.Bohrer, Inc                        Vendor         13,334
Bally's Total Fitness/Sports           Rent        210,836
Beehive Dist.                        Vendor          8,644
Bell Atlantic Yellow Pages      Advertising         33,141
Charmer Industries                   Vendor         16,773
Crenlex Inc.                         Vendor          5,361
Daniel Hirsch                          Loan         16,000
First Corporate Sedan                Vendor          4,075
Fred Massimo                           Loan         26,500
Hanover Communications            Publicist        132,410
Law office of Kral, Clerkin  Legal Services         13,830
Lockwood Trade Journal              Vendor          5,500
Michael Guerre                         Loan         21,500
NALA Consulting                   Guarantee        171,576
PROP Mechanical, Inc.                Vendor          7,828
Praxis Int'l                         Vendor          8,287
Richard Krasilovsky                    Loan         22,500
Sion Elmalem                         Vendor          7,889
Sultana Distributing                   Loan        134,267
Velvet Records                       Vendor          8,250


SUN TELEVISION: Taps Nassi/Alco/Hilco Venture For GOB Sales
-----------------------------------------------------------
Sun Television & Appliances, Inc. has selected a joint
venture of Nassi Group LLC, Alco Capital Group, and
Hilco/Great American Group as the stalking horse to conduct
closing sales at the retailer's remaining stores. The
agreement, which is subject to higher bids at an auction
next week, guarantees the consumer electronics chain
76% of the cost value of store inventory. Sun filed for
bankruptcy on Sept. 16 amid a liquidity crunch and later
received court approval to close 29 of its 59 stores.
Gordon Brothers Retail Partners LLC won the auction to
handle those closing sales by guaranteeing
76.4% of store inventory worth an estimated $37.8 million.
On Monday, citing weak performance and the lack of vendor
support, the retailer announced its decision to liquidate
and said closing sales at the remaining locations are
expected to wrap up by the end of the year. (Federal
Filings Inc. 06-Nov-98)


TVX GOLD: Reports Production Improving
--------------------------------------
TVX Gold Inc. reported net earnings of US$0.1 million in
the third quarter of 1998, compared to net earnings of
US$1.6 million in the same quarter a year ago. The
company's share of gold equivalent production was 138,200
ounces (72,800 ounces of gold and 3.8 million ounces of
silver) in the quarter, a 30 per cent increase over the
106,600 ounces (89,400 ounces of gold and 1.2 million
ounces of silver) produced in the third quarter last year.
Total cash costs were 15 per cent lower in this quarter at
US$182 per ounce compared to US$213 in the third quarter
last year. Both production and cash costs continued to
improve in the third quarter compared to the first six
months of the year when 106,900 and 114,400 ounces of gold
equivalent were produced at cash costs of US$210 and US$188
in the first and second quarters respectively.

Revenue and operating cash flow were US$40.6 million and
US$14.6 million in this quarter compared to US$45.8 million
and US$20.5 million in the corresponding quarter last year.
Metal prices reported in the third quarter were US$311 per
gold equivalent ounce (US$374 for gold and US$4.00 for
silver) compared to US$368 (US$380 and US$4.50) in the same
quarter the previous year.

Production in the quarter was above plan and cash costs per
ounce were lower than plan at four of the company's five
joint ventures. Difficulties at the company's Brasilia
mine's new recovery plant continued during the period. The
annual production forecast at Brasilia has been reduced by
50,000 ounces, 25,000 ounces being the company's 49 per
cent share, and consequently the company revised its 1998
forecast from 530,000 gold equivalent ounces to 505,000
ounces. Continued strong cost performance at the company's
50 per cent owned and operated New Britannia mine coupled
with similar performances at the company's other joint
ventures, offset Brasilia's increased cash costs and
maintain the company's forecast at less than US$200 per
ounce.

The final bankable feasibility study on the (Greek)
Skouries gold copper porphyry deposit was completed in
September by Kvaerner Metals. The study estimates
construction costs of US$240 million (in mid-1998 terms)
before confirmation of European Union grants estimated at
up to 40 per cent of capital costs.

The bankable feasibility study incorporates a three stage
mining plan with open pit used in the initial years, sub-
level caving in the middle years and block caving in the
later years. Production in the first five years is expected
to average approximately 200,000 ounces of gold and 35,000
tonnes of copper per year, with a cash operating cost of
less than US$25 per ounce, net of copper credits at US$0.80
per pound.


VISTA PROPERTIES: Files Pension Fund Trustee's Plan
---------------------------------------------------
In a current report filed with the SEC, Vista Properties
filed a copy of the pension fund trustee's first amended
plan of reorganization (August 26, 1998) amending the
Form 8-K previously filed on October 2, 1998.

A full-text copy of the filing is available via the
Internet at:

http://www.sec.gov/Archives/edgar/data/0000914317-98-
000652.txt


WESTBRIDGE CAPITAL: Amends Plan For Underwriter Claims
------------------------------------------------------
With the sole objection withdrawn, the court last week
approved Westbridge Capital's amended disclosure statement
and set a Dec. 17 confirmation hearing. Underwriters Forum
Capital Markets L.P. and Raymond James & Associates Inc.
had objected to the original disclosure statement on
numerous grounds and promised to similarly object to the
insurance holding company's reorganization plan     
according to their Oct. 21 filing. The objection was
withdrawn, however, with an agreement that the underwriters
would receive an allowed general unsecured claim of up to
$250,000.

Forum Capital and Raymond James are defendants in a class
action suit against Westbridge and others for alleged fraud
and misrepresentation. Under the amended plan, the
underwriters' claims will include those asserted for
"reimbursement, contribution or indemnification (including
pursuant to any indemnification agreement) on account of or
relating to a Claim for damages or rescission arising out
of the purchase or sale of 7 1/2/% Convertible Notes or 11%
[senior notes], to the extent that such Claims arise in
connection with the Putative Class Action and the Final
Settlement Agreement." (Federal Filings Inc. 06-Nov-98)

                     ***********

The Meetings, Conferences and Seminars column appears in
the TCR each Tuesday.  Submissions via e-mail to
conferences@bankrupt.com are encouraged.  

Bond pricing, appearing each Friday, is supplied by DLS
Capital Partners, Dallas, Texas.

S U B S C R I P T I O N   I N F O R M A T I O N     

Troubled Company Reporter is a daily newsletter, co-
published by Bankruptcy Creditors' Service, Inc.,
Princeton, NJ, and Beard Group, Inc., Washington, DC.  
Debra Brennan and Lexy Mueller, Editors.   

Copyright 1998.  All rights reserved.  ISSN 1520-9474.  
This material is copyrighted and any commercial use, resale
or publication in any form (including e-mail forwarding,
electronic re-mailing and photocopying) is strictly
prohibited without prior written permission of the
publishers.   

Information contained herein is obtained from sources
believed to be reliable, but is not guaranteed.  The TCR
subscription rate is $575 for six months delivered via e-
mail.  Additional e-mail subscriptions for members of the
same firm for the term of the initial subscription or
balance thereof are $25 each.  For subscription
information, contact Christopher Beard at 301/951-6400.  

           * * *  End of Transmission  * * *