TCR_Public/981207.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, December 7, 1998, Vol. 2, No. 238
                 
                 Headlines

ABRAXAS PETROLEUM: Reports Sale of Properties
ACDC INC: Committee Objects To Disclosure Statement
ACME METALS: Committee Files Revised Motion Under Seal
ACME METALS: Court Ok's Committee's Counsel
ADVANCE DISPLAY: Stock Ownership Reported

AHERF: Trustee Appointed for Health System
AIR ALASKA: Files For Chapter 11 Protection in Dallas
ALL FOR A DOLLAR: Disclosure Statement Filed
BISCAYNE APPAREL: Odyssey Partners Reports Stock Sale
BOSTON CHICKEN: Einstein/Noah Bagel Reports Agreement

BROTHERS GOURMET: Seek Extension of Exclusivity
CITYSCAPE FINANCIAL: Extension To Assume/Reject Leases
DISPLAY TECHNOLOGIES: Prospectus Supplement Filed With SEC
FABBCO STEEL: Files Chapter 11 Petition
FPA: Disclosure Statement Hearing Re-Set

HANBO STEEL: Creditors Try To Sell Steelmaker
HAYES: Seeks OK For Kaifa Manufacturing Pact
HEARTLAND WIRELESS: Case Summary & 20 Largest Creditors
HEARTLAND WIRELESS: Files Prenegotiated Plan
HOMEOWNER'S MORTGAGE: Bank Seeks Relief From Stay

JETCOM INC: Jetcom Inc.                                   
LA VIDA LLENA: Chapter 11 Filing Confirmed
LACLEDE STEEL: Has Approval To Borrow $32 Million Under DIP
LONG TERM CREDIT BANK: LTCB to chop 300 more jobs                           
MARS CASINO: Shuts Down Due To Bankruptcy

MOBILEMEDIA: Financial Terms Adjusted in Merger
NATIONAL ENERGY GROUP: Defaults on Interest Payment
ONE-STOP: Court Gives Debtor Until December 4 To File Plan
ORANGE COUNTY: Dain Rauscher Settles Lawsuit with County
PERK DEVELOPMENT: Seeks Approval For Sale of 26 Leases

PERK DEVELOPMENT: Seeks Court Approval To Reject Leases
PETSEC: Announces Third Quarter Results
PHP HEALTHCARE CORP: Regulators Seek Venue Change
SUNBELT NURSERY: Confirmation Hearing Set For January 15
TANON MANUFACTURING: Smartflex To Purchase Assets

TECHNIMAR: May Be Forced To Close Down
THE SCORE BOARD: Applies To Engage Consultant
UNISON HEALTHCARE: Hearing on Post-Petition Financing
UNISON HEALTHCARE: Prime Leasing Objects To Plan
WHEELED ELECTRIC: Seeks Time To Assume/Reject HQ Lease
             
                 *********

ABRAXAS PETROLEUM: Reports Sale of Properties
---------------------------------------------
On November  16,  1998,  Abraxas  Petroleum   Corporation,   
a  Nevada corporation sold its natural gas producing
properties in the Wamsutter area of  southwestern  
Wyoming's  Green River Basin to Abraxas Wamsutter L.P., a
Texas limited partnership for consideration  of $58.6
million and a minority  equity interest in the Partnership.
A subsidiary of the Company, Wamsutter Holdings, Inc.,
a Wyoming  corporation,  (the "General Partner"),  will
initially own a one percent interest and act as the general
partner of the Partnership.

TIFS  III-X, a Delaware corporation, a subsidiary of GE
Capital  Structure  Finance Group, will be the limited
partner and initially own ninety-nine percent of the
Partnership. After certain payback requirements are
satisfied, the Company's interest will increase to 35%  
initially and could  increase to as high as 65%. The
Company will also receive a 1% management fee and  
reimbursement of certain overhead cost from the
Partnership.

A copy of the sale agreement is available via the Internet
at:
     http://www.sec.gov/Archives/edgar/data/0000867665-98-
000023.txt


ACDC INC: Committee Objects To Disclosure Statement
---------------------------------------------------The
Official Unsecured Creditors' Committee of ACDC, Inc.
objects to the proposed Disclosure Statement proposed by
debtor.  The Committee states that the Disclosure
Statement fails to provide adequate information to enable
creditors to make an informed decision regarding the
proposed plan of reorganization filed by the debtor.  The
Committee states that there is a lack of any meaningful
discussion regarding the events immediately preceding, and
the reasons for, the Chapter 11 filing.  

The Committee states that the liquidation analysis contains
erroneous statements, that there is no discussion in the
Disclosure Statement regarding the distribution of any
proceeds of the debtor's recoveries, if any on account of
any avoidance power causes of action.  There is also no
mention of any prospective investors or buyers by name.  
There is also no mention of the second largest unsecured
debt in the amount of $800,000 and there is no discussion
regarding the tax effects of confirmation of the plan on
the debtor.  There is no discussion of an employee benefit
plan.  The Committee also states that in the event the
unsecured claims holders do not vote to accept the plan,
the debtor may obtain confirmation under "cramdown"
provisions, however, under the "absolute priority rule",
equity interests in a debtor must be canceled where a plan
does not provide for the payment of all claims in full.

The Committee states that the debtors' plan does not come
under the  new value exception, as it is not clear that
the equity interest holders will be the source of the
proposed $500,000 loan to the debtors.  The Committee
states that there is no information in the Disclosure
statement from which it may be discerned that $500,000 is
reasonably equivalent to the enterprise value of the
reorganized debtor taking into account the restructuring
contemplated by the plan. "Because any such "sale" of new
equity to a debtor's prepetition equity holders is not an
arms-length transaction, the valuation of the reorganized
enterprise is not otherwise subject to testing by the
market."


ACME METALS: Committee Files Revised Motion Under Seal
------------------------------------------------------
The Unofficial Committee of Alpha Tube Trade Creditors
(the "Alpha Tube Committee") have filed a revised motion
for an order directing the appointment of a committee of
Unsecured Creditors of Alpha tube Corporation, filed under
seal, pursuant to the terms of a confidentiality order.

A hearing on the motion will be convened at December 18,
1998 at 9:30 am.


ACME METALS: Court Ok's Committee's Counsel
-------------------------------------------
On November 16, 1998, the Court entered an order in the
case of Acme Metals Incorporated authorizing the retention
of Stroock & Stroock & Lavan LLP, nunc pro tunc (to
October 9, 1998), as counsel for the official Committee
of Unsecured Creditors.

On the same date, the Court entered an order approving
the application of the Official Committee of Unsecured
Creditors to Retain Potter Anderson & Corroon LLP as
counsel.


ADVANCE DISPLAY: Stock Ownership Reported
-----------------------------------------
In a Schedule 13D/A filed with the SEC, Lawrence F.
DeGeorge Jr., reports beneficial ownership of 7,477,970
shares of common stock or 27.62% of the class, of Advance
Display Technologies, Inc. The Reporting Person acquired a
$50,000 convertible promissory note from the Company
through a private placement transaction on October 5, 1998.   
Such Note is immediately convertible into shares of the
Company's Common Stock at the rate of $.1615 per share, at
the election of the holder.  The funds used to acquire the
Note were the personal funds of the Reporting Person.  The
purpose of the acquisition was for investment purposes.


AHERF: Trustee Appointed for Health System
------------------------------------------
U.S. Bankruptcy Court Judge M. Bruce McCullough yesterday
approved the appointment of an independent trustee to
oversee the financially troubled Allegheny Health System, a
move brought forth by Allegheny's creditors to stem any
selling off or diminishment of its assets, according to
The Philadelphia Enquirer. The health system, which
includes hospitals in the Pittsburgh and Philadelphia
areas, filed for chapter 11 in July, but several of its
Pittsburgh hospitals were not included in the filing. While
Allegheny has not opposed the court's decision, it disputed
the creditors' need to show mismanagement or fraud; the
health system's executives have been accused of raiding
endowment funds at its Philadelphia-area hospitals. The
Pennsylvania Attorney General's office filed objections on
Tuesday regarding the appointment of a chapter 11 trustee,
arguing that the creditors' goal is to "force a sale of
these institutions" to pay Allegheny's debts, and is
attempting to protect its Western Pennsylvania
institutions, stating that the non-bankrupt affiliates are
separate non-profit organizations and "may not be utilized
to benefit [Allegheny] or its creditors." (ABI 04-Dec-98)


AIR ALASKA: Files For Chapter 11 Protection in Dallas
-----------------------------------------------------
Air Alaska Inc., a private aircraft leasing firm now known
as World Pacific Air Lease Inc., filed for chapter 11
on Nov. 23 in Dallas. A factor contributing to the
company's need to seek bankruptcy protection appears to
be a dispute with China's Wuhan Airlines, listed in the
filing as the largest unsecured creditor with a
disputed $21 million claim. Representatives of Air Alaska
could not be reached for comment. The chapter 11
filing, which does not provide detailed financial
information, estimates that funds will be available for
distribution to unsecured creditors. Air Alaska has assets
of less than $10 million.  (The Daily Bankruptcy Review and
ABI Copyright c December 4, 1998.)


ALL FOR A DOLLAR: Disclosure Statement Filed
--------------------------------------------
All For a Dollar, Inc., debtor, filed a plan of
reorganization and a Disclosure Statement.  A hearing will
be held on December 29, 1998 at 2:00 PM before the
Honorable Conrad B. Duberstein, US Bankruptcy Court, 75
Clinton Street, Brooklyn, New York, wherein the debtor
will seek approval from the court and a finding that the
disclosure statement contains "adequate information."

After completion of the liquidation sale by Hilco/Great,
the debtor used the proceeds to satisfy the claims of the
Bank and Maple Lending in full.  The plan provides for
payment in full of all outstanding debt incurred during
the course of the Chapter 11 case.    A sale of remaining
assets realized a sum in excess of $550,000.  The
Distribution Fund contains $322,377 as of September 30,
1998.  An alternative to approval of the plan is a
liquidation under Chapter 7.  


BISCAYNE APPAREL: Odyssey Partners Reports Stock Sale
-----------------------------------------------------
In a Schedule 13D filed with the SEC, Odyssey Partners LP
disposed of 566,776 shares of Common Stock of Biscayne
Apparel Inc. in open market transactions on November 23 and
November 24, 1998.


BOSTON CHICKEN: Einstein/Noah Bagel Reports Agreement
-----------------------------------------------------                             
The Company and certain of its current and former officers
and directors have entered into a memorandum of
understanding that sets forth an agreement in principle to
settle a class action lawsuit brought against them in the
United States District Court for the District Court of
Colorado and in state court in Jefferson County, Colorado.
The settlement does not include the claims pending
in the lawsuit  against the underwriters in the Company's
public offerings of common stock in  August 1996 and
November 1996 and against the Company's independent public  
accountants. The settlement of the litigation will be
funded with proceeds of  director and officer liability
insurance policies and is subject to certain  conditions,
including approval of the United States District Court for
the  District Court of Colorado and the grant by the
United States Bankruptcy Court for the District of Arizona
which has jurisdiction over the Chapter 11 bankruptcy case
of Boston Chicken, Inc. of relief from the automatic stay
in  effect in the BCI bankruptcy case. (States SEC-
12/03/98)


BROTHERS GOURMET: Seek Extension of Exclusivity
-----------------------------------------------
Brothers Gourmet Coffees, inc., et al, debtors, are
seeking a n order extending the exclusive periods during
which the debtors may file a plan o of reorganization and
solicit acceptances thereof.  A hearing on the motion of
the debtors will be held on December 16, 1998 at 2:30 PM.

The debtors seeks an extension of the exclusive period
within which they may file a plan of reorganization
through and including February 23, 1999 and an extension
of the exclusive period within which they may solicit
acceptances of any such plan through and including April
26, 1999.

The debtors are currently in the process of formulating
and drafting a plan of reorganization which will provide
for the sale of or other infusion of capital into the
debtors' business.  The debtors have not yet completed the
process of selecting a staling horse bidder.  Until the
debtors determine whether a sale or other investment is
the most appropriate structure for their business, any
plan would need to contain alternative outcomes.  Under
these circumstances, the debtors assert that it would be a
waste of estate assets and judicial resources to attempt
to file and confirm plan of the reorganization at this
time.


CITYSCAPE FINANCIAL: Extension To Assume/Reject Leases
------------------------------------------------------
The debtors, Cityscape Financial Corp., and Cityscape
Corp., seek an extension of time within which the debtors
may assume or reject unexpired leases of nonresidential
real property.

The debtors are currently party to twelve unexpired leases
of nonresidential real property.  In light of the
uncertainty of the ultimate size of the debtors' business,
the debtors need time to continue to evaluate the need for
the unexpired leases.

The debtors request that the Court enter an order
extending the time within which the debtors may assume or
reject the unexpired leases until March 4, 1999, which is
90 days from the assume/reject deadline.


DISPLAY TECHNOLOGIES: Prospectus Supplement Filed With SEC
---------------------------------------------------------
Display Technologies Inc. filed a prospectus supplement
dated November 30, 1998 with the SEC.

At their October 29, 1998 annual meeting, the shareholders
of the Company approved Restated Articles of Incorporation
(the "Restated Articles") which, among other things,
changed the Company's corporate name from La-Man
Corporation to Display Technologies, Inc. and authorized
the issuance of a new class of up to 50,000,000 shares of
preferred stock, par value $.001 per share ("Preferred
Stock").

The Company is authorized to issue 50,000,000 shares of
Common Stock, $.001 par value per share, of which 5,225,248
shares are issued and outstanding.  Each outstanding share
of Common Stock is entitled to one vote on all matters that
may be voted upon by the owners thereof at meetings of the
stockholders.

The 620,000 Redeemable Warrants were issued pursuant to the
Warrant Agreement, which was amended effective December 8,
1995 to reflect certain modifications by the Company of the
expiration date, exercise price and redemption price, and
further amended effective January 7, 1997 to further
extend the expiration date of the Warrants.  The Warrant
Agreement was further amended on May 27, 1997, March 20,
1998 and November 4, 1998 to further extend the expiration
date.


FABBCO STEEL: Files Chapter 11 Petition
---------------------------------------
Fabbco Steel Inc. filed for Chapter 11 bankruptcy Monday,
but the company plans to continue business as usual, a
lawyer representing Fabbco said Tuesday.

The case states that the company's assets range
between $1 million and $10 million. Also, the filing
estimated the steel company's debtors at between 16 and 49.

Fabbco, which leases its Red Lion property, filed for
Chapter 11 bankruptcy after the company's landlord said he
wouldn't renew the lease, said Steven Carr, Fabbco's
attorney.

"The current landlord was basically threatening to padlock
the place Dec. 1," Carr said. "If we're shut down, we're
out of business."

The company had planned to move to another facility under
construction in Emigsville, but construction delays
prevented an immediate relocation, Carr said, adding that
he doesn't know that exact site.

The bankruptcy filing should buy the company some time,
Carr said.

The building, at One Vulcan Road, is owned by A. Scott
Thompson, according to county assessment records. Fabbco
leased the industrial facility on Thompson's 5.94 acres in
1994.

Thompson said Fabbco's lease ended in May and the company
should have been out of the building in June. Thompson said
he is one of the company's creditors.

Although a bankruptcy filing was made, production will not
be disrupted and none of the company's 30 employees will
leave, Carr said. The company still can pay all its bills,
he said.   "We are not liquidating," Carr said. "We are not
closing our doors."(York Daily Record -12/03/98)


FPA: Disclosure Statement Hearing Re-Set
-----------------------------------------
The U.S. Bankruptcy Court in Wilmington, Del., has reset
FPA Medical Management Inc.'s disclosure statement hearing
for Jan. 12 and scheduled a Feb. 24 confirmation hearing.
Objections to confirmation are due by Feb. 12. The court
originally postponed the disclosure statement hearing from
Oct. 28 to Dec. 9 to allow FPA, its banks, and the
creditors' committee, which does not support the plan, to
continue talks toward a consensual plan proposal.
(The Daily Bankruptcy Review and ABI Copyright c December
4, 1998.)


HANBO STEEL: Creditors Try To Sell Steelmaker
---------------------------------------------
After failing three times to find a buyer for  
Hanbo Steel Industry Co., creditors say they are willing to
sell off the bankrupt steelmaker piece by piece if
necessary.

"We've decided to open our doors to all kinds of offers" in
a new auction tentatively set for Dec. 15, said Chung Ki-
hyun, a spokesman for Korea First Bank, Hanbo Steel's chief
creditor.

Bidders can seek to buy facilities only, or the entire
company, Chung said. Local media, quoting unidentified
sources, said U.S. Steel and other steelmakers from China,
Taiwan, India, Brazil and the Netherlands have shown
interest.  Three previous auctions last year failed because
potential buyers wanted to take over only certain
facilities, not the whole company including its debts.

As the sell-off efforts dragged on, the number of Hanbo
employees decreased from 3,100 to 1,300 and the steelmaker
was forced to shut down parts of its production lines
earlier this year.

Hanbo is the second major South Korean firm to be put on
the auction block. Kia Motors Co., which collapsed last
year with $1 billion in bank loans, was recently sold to
South Korean carmaker Hyundai Motor Co.


HAYES: Seeks OK For Kaifa Manufacturing Pact
--------------------------------------------
Hayes is seeking court approval to have Kaifa Technology
Ltd. act as the non-exclusive worldwide manufacturer and
exclusive distributor of Hayes products in China and Hong
Kong and provide a $10 million credit facility. As part of
its overall restructuring strategy, Hayes decided to
outsource the manufacturing of all of its products in order
to remain profitable and competitive and to allow the
company to focus on its technology and engineering
capabilities.  The designer of computer communication
products negotiated with a variety of technology
manufacturers before entering into an agreement with the
company's key manufacturing supplier.  Kaifa is prepared to
extend $10 million in credit to Hayes, "which is more than
any other entity was willing to do, and on terms more
favorable than those offered by other manufacturers," Hayes
told the court. (Federal Filings Inc. 04-Dec-98)


HEARTLAND WIRELESS: Case Summary & 20 Largest Creditors
-------------------------------------------------------
Debtor:  Heartland Wireless Communications, Inc.
         200 Chisholm Place
         Suite 200
         Plano, Texas 75075

Type of Business: Heartland Wireless Communications, Inc.
develops owns and operates wireless cable television
systems, primarily in small to mid-size markets located in
the central US.

Court: District of Delaware

Case No.: 98-2692  Chapter: 11

Debtor's Counsel: Thomas L. Ambro
                  Richards Layton & Finger PA
                  One Rodney Square
                  PO Box 551
                  Wilmington, Delaware
                  (302) 658-6541
                  

Total Assets:              $194.2 million
Total Liabilities:         $346.6 million

No. of shares of preferred stock              N/A
No. of shares of common stock         19,790,551  

20 Largest Unsecured Creditors:

   Name                              Nature         Amount
   ----                              ------         ------
QUAD-C Inc.                            Bond     47,700,000
Quaker Capital Management Corp.        Bond     39,680,000
The Mainstay Funds                     Bond     25,785,000
Northstar Investment Management Corp   Bond     19,800,000
Aspen Partners, LP                     Bond     15,524,000
Wayland Investment Fund LLC            Bond     12,300,000
Morgan Stanley                         Bond     12,150,596
James F. Scott                         Bond      5,736,666
Sun America CBO Limited                Bond      5,000,000
Defaulted High Yield Bonds             Bond      4,646,700
TD Partners                            Bond      4,589,333
Greenwich High Yield LLC               Bond      2,700,000
LIM, INC                               Bond      2,650,000
Zayucel Ltd                            Bond      2,177,333
Condor Partners IV LLC                 Bond      2,000,000
Joseph Elston                          Bond      1,633,000
Morgan Stanley Co.                     Bond      1,386,947
Stan Ross & Marilyn Ross Co-Trustees   Bond      1,376,800
Ridgeview Partners                     Bond      1,147,333
Kodiak Opportunity LP                  Bond      1,035,502
IBM                           Capital Lease      1,032,636
Kodiak Opportunity                     Bond        974,590
Smith Barney                           Bond        936,253
R.J. Weschler UTA Charles Schwab       Bond        697,578
Robert & Suzanne Coates JTWROS         Bond        573,666
Bianca Simchowitz                      Bond        573,666


HEARTLAND WIRELESS: Files Prenegotiated Plan
--------------------------------------------                           
Heartland Wireless Communications, Inc., America's largest
wireless cable television company, announced that it has
filed a prenegotiated plan of reorganization (the  
"Plan") under Chapter 11 of the U.S. Bankruptcy Code in the
United States  Bankruptcy Court for the District of
Delaware in Wilmington, Delaware.

The Company previously had announced that it had executed
an agreement with the holders of a majority in principal
amount of the Company's $115 million 13% Senior Notes due
2003 and $125 million 14% Senior Notes due 2004 (the
"Senior Notes") to support the Plan. The Company announced
today that the holders of more than two-thirds in principal
amount of the Senior Notes had agreed to support the Plan.

Under the Plan, all issued and outstanding common stock and
other equity interests of the Company (the "Old Common
Stock") will be canceled. Holders of the Senior Notes will
receive 97% of the issued and outstanding common stock of
the reorganized Company (the "New Common Stock"). Holders
of the Company's $40.2 million 9% Convertible Subordinated
Discount Notes and certain litigation claimants will
receive the remaining 3% of the New Common Stock, plus
warrants to purchase up to 7.5% of the New Common Stock on
a diluted basis. Holders of Old Common Stock and certain
litigation claimants will receive warrants to purchase up
to 2.5% of the New Common Stock on a diluted basis.

The Plan provides for continued payment of trade creditors
in the ordinary course of business. The Company does not
anticipate any interruption in service or change in
programming to its customers. Additionally, the Plan
provides for uninterrupted payment of all material employee
wages and benefits.


HOMEOWNER'S MORTGAGE: Bank Seeks Relief From Stay
-------------------------------------------------
Guaranty Federal Bank, FSB, ("Lender") a secured creditor
of Homeowner's Mortgage & Equity, Inc. d/b/a Home, Inc.,
is seeking relief from the automatic stay.  

The outstanding indebtedness owed to Lender pursuant to
the Lender's proof of claim was $19,760,889.  The cash
collateral on deposit at Lender equals approximately $2.5
million.  The automatic stay has already terminated with
regard to Lender's Warehouse Collateral, and by this
motion the Lender seeks a termination of the automatic
stay with regard to all cash proceeds of the Lender's
Warehouse Collateral.  In addition Lender seeks a
termination of the automatic stay in order to take all of
the cash proceeds from the Excess Interest Certificates as
well as the proceeds Paid by Compulink under certain sub-
servicing agreements with the debtor.  Lender also seeks a
termination of the automatic stay to allow Lender to
collect and apply all future cash proceeds received from
its collateral to the outstanding indebtedness owed by the
debtor to the Lender, without further order of the court.  
The lender states that relief from the stay is warranted.  
There is no equity in the Collateral at issue and such
Collateral is not necessary for an effective
reorganization.


JETCOM INC: Jetcom Inc.                                   
------------------------
Jetcom Inc. announced that Jetcom  Communications  
Inc., a wholly owned subsidiary of Jetcom Inc., intends to
file for bankruptcy. The company pioneered satellite
delivered technology in Canada but sustained severe  losses
resulting from its transition from selling International  
satellite systems in favour of the new Canadian licensed
DBS (Direct Broadcast by Satellite) services. Since the
early 1980's Canada has endorsed an "open skies policy."
However following the licensing of two Canadian DBS service
providers that policy has  changed bringing forth issues  
relating to the legality of receiving  international
satellite signals in Canada. Although the company tried, it
failed to reach a satisfactory distribution agreement  with
a licensed service provider.

Jetcom Inc. is the largest creditor of Jetcom
Communications  Inc. Jetcom  Inc. is owed approximately
$990,000, secured by a  general security agreement.

Other subsidiaries of Jetcom Inc. are not affected by the  
bankruptcy and will continue to sell satellite programming
services  and related equipment.  Jetcom Inc. is seeking
new business opportunities.

The shares of Jetcom Inc. are traded on the Canadian
Dealing  Network. There are approximately 14,800,000 common
shares  outstanding in Jetcom Inc. (Copyright Canada News-
Wire)


LA VIDA LLENA: Chapter 11 Filing Confirmed
------------------------------------------
The U.S. Bankruptcy Court for the District of New Mexico
confirmed the consensual chapter 11 filing of the La Vida
Llena Retirement Community on Thursday, according to a
newswire report. The community, which submitted a pre-
negotiation plan along with its chapter 11 filing on
Aug. 12, plans to refinance its existing bond debt of
roughly $50 million with the issuance of new industrial
revenue bonds by the City of Albuquerque, and plans to
fully honor the contracts of its current and future
residents. (ABI 04-Dec-98)


LACLEDE STEEL: Has Approval To Borrow $32 Million Under DIP
-----------------------------------------------------------
Laclede has interim authority to borrow up to $32 million
under its $85 million debtor-in-possession credit agreement
with BankAmerica Business Credit Inc., pending a final
hearing set for Dec. 23.  The revolving DIP facility has a
term of one year.  Laclede owes BankAmerica between $70
million and $75 million under their prepetition credit
agreement. (Federal Filings Inc. 04-Dec-98)


LONG TERM CREDIT BANK: LTCB to chop 300 more jobs                           
-------------------------------------------------
The Long-Term Credit Bank of Japan (LTCB), now under state
control, plans to cut an additional 300 jobs to bring its
workforce to 2,500 as part of its restructuring efforts,
LTCB officials said Friday.

The additional job reduction will be included in a sweeping
restructuring program LTCB plans to submit to a financial
reconstruction committee to be set up by mid-December, the
officials said. (Kyodo News; 12/04/98)


MARS CASINO: Shuts Down Due To Bankruptcy
-----------------------------------------
Just as Washington state gambling regulators were in the
process of trying to close Spokane's Mars Casino for
internal security problems, the business beat them to it by
closing its doors last week due to bankruptcy, according to
The Spokesman Review. The casino had been given an
ultimate deadline of Nov. 24 to fix its security problems
or face a shutdown. Rob Saucier, part-owner of the casino,
had filed chapter 11 last year to reorganize debts owed by
the casino's parent corporation, the Spokane Mars Limited
Partnership. Last week, the bankruptcy was converted to
chapter 7 and the casino was closed for good. Mars, one of
the state's first house-banked casinos, was also among the
state's largest-grossing. (ABI 04-Dec-98)


MOBILEMEDIA: Financial Terms Adjusted in Merger
-----------------------------------------------               
With its stock price under pressure, Arch Communications
Group Inc. [APGR] has had to go back and rework portions of
its pending merger agreement with MobileMedia Corp.  The
agreement has been modified to, among other things,
increase the number of rights or warrants to be received by
Arch's shareholders in the combined company, the paging
operators' top executives said today.

"We believe these modifications simplify the transaction by
fixing the number of shares and warrants to be issued,"
said Ed Baker Jr., Arch's chairman and CEO, and Joe Bondi,
the "work-out" specialist from the New York firm Alvarez &  
Marsal who has served as MobileMedia's chairman during its
Chapter 11 federal bankruptcy proceeding.  "Moreover, these
measures should help expedite closing of the transaction by
eliminating previously required stock price measurement  
periods."

The transaction, which will create the second-largest U.S.
operator of paging services with a combined base of more
than 7 million subscribers, is expected to close during the
first quarter of 1999. MobileMedia intends to file a new  
plan of reorganization with the U.S. Bankruptcy Court in
Delaware overseeing its proceeding; a hearing is scheduled
for Dec. 10.  Arch said it will put the proposed
acquisition to a vote of shareholders next month.

Terms of the revised agreement call for the number of
rights or warrants that Arch shareholders will be entitled
to receive to be increased by 10 million, giving them an
aggregate fully diluted equity interest of 35.8 percent in
the combined company (versus 32.2 percent previously).

In addition, the companies fixed the subscription price of
the $217 million rights offering to MobileMedia's unsecured
creditors at $2 per share of Arch common stock.  
Previously, the rights offering subscription price was to
be determined based upon the market price of Arch common
during a period following bankruptcy court confirmation of
MobileMedia's plan of reorganization.

Moreover, the aggregate number of warrants to be issued to
four institutional investors (acting as standby purchasers)
has been reset at some 1.9 percent of  the combined
company's fully diluted equity interest, down from 2.5
percent previously.

Rights issued to Arch's shareholders also will be
exercisable at $2 per share.  The price for warrants to be
received by Arch shareholders and the standby  
purchasers will be equal to an amount representing a 20
percent annual rate of return until the year 2001 over the
rights offering's $2 exercise price, according to Arch and
MobileMedia.

Arch's stock closed over-the-counter trading on December 2,
1998 at a price of $1.375 per share, up from its October
low of 68.75 cents per share but off precipitously from its
52-week high of $6.9375. Copyright Phillips Publishing,
Inc. Wireless Today-12/04/98




NATIONAL ENERGY GROUP: Defaults on Interest Payment
---------------------------------------------------
National Energy Group Inc. stated that the company had
officially defaulted on an $8.9 million interest payment
due Nov. 2, with a 30-day grace period, according to The
Wall Street Journal. The company says it is working with
legal and financial advisors to restructure the company and
has made several new appointments to its board of
directors. (ABI 04-Dec-98)


ONE-STOP: Court Gives Debtor Until December 4 To File Plan
----------------------------------------------------------
The Court entered an order on December 1, 1998 denying the
motion of the United States Trustee to convert the case to
a Chapter 7.  The Court established December 4, 1998 as
the deadline for the debtors to file a plan of
reorganization and Disclosure statement.  In the event
that the debtors fail to file a plan by such date, the
cases will be converted to Chapter 7.


ORANGE COUNTY: Dain Rauscher Settles Lawsuit with County
--------------------------------------------------------
Dain Rauscher Corp., a Minneapolis-based securities firm,
reached agreements to settle several lawsuits against it
for its alleged involvement in the bankruptcy of Orange
County, Calif. and its failed former subsidiary, Midwest
Life Insurance Co., according to a newswire report.
Although Dain Rauscher has denied any wrongdoing, the
company, which was a pricing consultant and financial
advisor to the County, will pay $10 million to the county
to settle two separate actions related to its municipal
bankruptcy. Regarding Midwest Life, Dain Rauscher will pay
$13.2 million in cash and $12 million over the next five
years to insurance guaranty associations to settle
lawsuits in eight states. The guaranty associations had
reimbursed policyholders for losses up to $100,000 after
the company went into liquidation in 1991. Dain Rauscher
remains a defendant in a Securities and Exchange Commission
suit regarding the company's work with municipalities
and school districts within Orange County, and several
Midwest Life cases in Louisiana, Nebraska and Colorado.
(ABI 04-Dec-98)


PERK DEVELOPMENT: Seeks Approval For Sale of 26 Leases
------------------------------------------------------
Perk Development Corporation and Brambury Associates,
debtors, seek court approval of the terms and conditions
of an auction sale, a break up fee and a topping bid
authorizing the debtors, to sell, assume and assign,
subject to higher and better bids, 26 leases of
nonresidential real property to Travel Ports of America,
Inc.

The sale motion provides for the Auction Sale to be held
by the debtors' attorneys on December 17, 1998 at 11:00 am
at the US Court House, 100 State Street, Rochester New
York.

A Break-Up Fee of $150,000 and a topping bid over Travel
Ports' offer of $300,000 are conditions of the agreement.
Travel Ports' current purchase offer is $12,367,300.

Currently Travel Ports remains interested in operating 30
of debtors' 35 remaining store locations.  Although final
negotiations remain open with respect to a  few stores,
Travel Ports has agreed to proceed with the purchase and
assumption of leases for 26 units, all as going concerns,
fully equipped and fully stocked with food and supplies
with minimum value per unit of $8,000.  Travel Ports is
also assuming certain defaults with respect to real estate
taxes and certain renovation expenses.


PERK DEVELOPMENT: Seeks Court Approval To Reject Leases
-------------------------------------------------------
Perk Development Corporation and Brambury Associates,
debtors, seek a Court order authorizing the debtors'
rejection of five leases of nonresidential real property.

The leases are located in Rochester, Geneva, Buffalo,
Middletown and Webster, New York.  The debtors will be
closing each location between December 1 and December 9,
1998. Based upon the valuation report of DJM Realty
Services Inc. and the operating performance of the stores,
the debtors have determined in their business judgment
that it would be in the best interests of the debtors and
of their estates to reject their leases.


PETSEC: Announces Third Quarter Results
---------------------------------------
Sydney, Australia - Petsec Energy Ltd (ASX: PSA and NYSE:
PSJ), an independent oil and gas exploration and production
company with its operations offshore Gulf of Mexico, USA,
reported its results of operations for the three months
ended 30 September 1998.


Under US generally accepted accounting principles, Petsec
reported a net loss of US$2.6 million for the three months
ended 30 September 1998. Basic and diluted earnings per ADR
were a loss of US$0.12. In the three months ended 30
September 1997 there was a net loss of US$1.5 million
(US$0.07 per ADR).

Net sales of US$20.6 million were affected by falls in both
prices and production. Both oil and gas prices were lower
than a year ago (11% down) and the previous quarter (5%
down), while the 8% fall in production from the June
quarter reflected the impact of hurricanes and tropical
storms which occurred in this year's September quarter.


PHP HEALTHCARE CORP: Regulators Seek Venue Change
-------------------------------------------------
New Jersey regulators are seeking to transfer venue of the
Chapter 7 cases of PHP's Pinnacle Health Enterprises LLC
and PHP NJ MSO Inc. units from Wilmington, Del., to
Trenton, N.J.  Contending that the cases will have
"extreme" health care, public policy, and societal impact
on the state, commissioners of New Jersey's Department of
Banking and Insurance and Department of Health and Senior
Services, respectively, asserted it is "imperative" that
venue be immediately transferred.  The commissioners argue
that the principal asset of the liquidating estates' is the
relationship between Pinnacle and HIP Health Plan of New
Jersey (NJ HIP), the commissioners said this relationship
affects more than 193,000 residents and about 9,000
healthcare providers in the state. (Federal Filings Inc.
04-Dec-98)


SUNBELT NURSERY: Confirmation Hearing Set For January 15
--------------------------------------------------------
The debtors Sunbelt Nursery Group, Inc., and its debtor
affiliates filed a notice of the filing of the amended
Chapter 11 liquidating plan and Disclosure Statement of
the debtors and the Creditors Committee.  The plan
confirmation hearing is set for January 15, 1999, 3:30 PM,
courtroom 604, US Bankruptcy Court, Central District of
California, Santa Ana District.


TANON MANUFACTURING: Smartflex To Purchase Assets
-------------------------------------------------
Smartflex Systems, Inc. (Nasdaq:SFLX) announced that it has
entered into an agreement with Tanon Manufacturing, Inc.
("Tanon"), a wholly owned subsidiary of EA Industries Inc.,
to purchase certain assets of Tanon out of bankruptcy.

Earlier today Tanon filed a petition for reorganization
under Chapter 11 of the Bankruptcy Code and will
immediately seek approval of the acquisition
by the  Bankruptcy Court. Tanon, which has facilities in
West Long Branch, N.J. and  Fremont, Calif. provides
contract manufacturing electronic services, for quick  
turn, prototype, and high-mix, intermediate volume
products to the  telecommunications, industrial controls,
performance printing, and medical  marketplaces.

"Like Smartflex's acquisition, announced yesterday, of the
assets of EA Industries' Methuen facility, the acquisition
of Tanon's assets is an important part of our
diversification strategy, in expanding our customer base
and securing strategic manufacturing locations," said
Smartflex's chief operating officer, Tony Richardson.

"For example, we believe the Fremont location will provide
strong value-chain support to our recently acquired Logical
Services subsidiary. Recently, Tanon has lacked the working
capital needed to meet the demands of its customers.  
With our help, we believe that Tanon can now capitalize on
its many core competencies," Richardson added.

Smartflex Systems, Inc., headquartered in Tustin, Calif.,
is an electronics manufacturing services (EMS) expert in
precision, automated manufacturing.  


TECHNIMAR: May Be Forced To Close Down
--------------------------------------
A U.S. bankruptcy judge ruled Wednesday to allow a Duluth-
based investment group to foreclose on a loan to the
struggling St. Paul-based Technimar Industries after Dec.
31, sending the equipment manufacturer closer to its
financial end, according to the St. Paul Pioneer Press.
Technimar, which had planned to produce synthetic granite
at its facility in Cohasset, filed for bankruptcy
protection last summer when it ran out of money, rendering
it unable to complete its $35 million plant, and defaulted
on a $12 million bond issue, backed by $2.3 million put-up
by the City of Cohasset. The ruling could escalate the
losses of its largest creditors, including the Minneapolis
police pension fund. The Duluth investment group plans to
auction off the plant's equipment, although the group is
hopeful that the plant will instead be sold. (ABI 04-Dec-
98)


THE SCORE BOARD: Applies To Engage Consultant
---------------------------------------------
The Score Board, Inc., and The Score Board Holding
Corporation, debtors apply to the court for authorization
to engage Patrick Wujcik as its consultant.  The debtor
has ceased operations and intends to file a liquidating
plan of reorganization.  The remaining activities are the
pursuit of accounts receivable actions, the Golding
litigation, and certain bankruptcy causes of action.  The
debtor states that it has suffered a "complete brain
drain", that is there are no individuals with any
knowledge of the debtor's pre-petition operations. Patrick
Wujcik has agreed to serve on a part-time basis as a
consultant to the debtor to assist the debtor in collecting
its receivables,  pursuing litigation and resolving
disputed claims and consummating a liquidating plan.  
Wujcik has agreed to perform the services at a rate of
$100 per hour, plus expenses.  The debtor seeks authority
to pay Wujcik on a bi-weekly basis up to $800 per week,
plus expenses, subject to a fee application.  Wujcik is
currently performing certain consulting services for The
Oxxford Express, Inc., the purchaser of the debtor's
assets, on a part-time basis.


UNISON HEALTHCARE: Hearing on Post-Petition Financing
-----------------------------------------------------
The debtors, Unison Healthcare Corporation, filed an
emergency motion for approval of a further extension of
the final order authorizing the debtors to obtain post-
petition financing from HCFP Funding Inc., and granting
senior liens and security interests.  The hearing on the
motion will be held on December 9, 1998 at 1:30 PM.


UNISON HEALTHCARE: Prime Leasing Objects To Plan
------------------------------------------------
Prime Leasing Inc. ("PLI") objects to confirmation of the
plan of reorganization of the debtor, Unison Healthcare
Corporation.  

PLI states that the debtors failed to properly classify
PLI's claim in the plan, to provide adequate disclosure
concerning the specific treatment of PLI's claim under the
plan, and to provide legally sufficient information to
enable PLI to make an informed decision with respect to
the treatment of its claim under the plan.  In the event
that the debtor treats PLI's claim in the amount of
$1,856,221 founded upon unexpired computer leases, as
secured, then PLI is impaired and must be allowed to vote
on the plan.  PLI can not ascertain whether the debtors
intend to treat PLI's claim as an unexpired lease or as a
secured claim.


WHEELED ELECTRIC: Seeks Time To Assume/Reject HQ Lease
------------------------------------------------------
Wheeled Electric Power Company, debtor, seeks an extension
of time to assume or reject the debtor's corporate
headquarters lease.  The debtor requests entry of an order
extending the time to assume or reject the lease for 120
days, through and including April 15, 1999.

The debtor is currently in negotiations with parties
concerning a possible sale of substantially all of the
debtor's assets.  Until that process is complete, it would
be premature to require the debtor to assume or reject the
lease.  

                   ***********

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
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