TCR_Public/990401.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
     
     Thursday, April 1, 1999, Vol. 3, No. 63

                   Headlines

ACME METALS: Dura Objects To Rejection of Contract
AMERICAN HOME PATIENT: Files Notification of Late Filing
AMERITRUCK: Volvo Seeks Relief From Stay
AMPACE CORP: Seeks Extension of Exclusive Periods
CELLPRO INC: Amended Plan of Reorganization

COHO ENERGY: Financial Results
CROWLEY MILNER: Seeks Employee Retention Program
CROWN BOOKS: Seeks To Extend Exclusivity
FASTCOMM: Emerges From Chapter 11
FAVORITE BRANDS: Files Chapter 11 Petition

FINE HOST: Taps Ernst & Young
GREATE BAY: Reports Fourth Quarter and Year-End Results
LONG JOHN: Seeks To Extend Time to Assume/Reject Leases
LONG JOHN: Seeks Authority To Sell 14 Locations
LTCB: Unit Files For Bankruptcy With 510 Bil. Yen

MOBILE ENERGY: Order Authorizes Financial Advisor
MOLTEN METAL: Trustee Seeks Liquidation Agreement
NATIONAL ENERGY: Reports 4th Quarter and Year End Results
NEUROMEDICAL: Agrees To Sell Assets To AutoCyte
PARTY CITY: May Be In Default of Listing Requirements

PERITUS:  $2 Million Loss May Affect Ability To Continue
PICO HOLDINGS: Reports net Loss of $7.2 Million
PITTSBURGH PENGUINS: Ordered To Stay Put
PONDEROSA FIBRES: State Dept. of Revenue Objects To Plan
RECYCLING INDUSTRIES: Announces NASDAQ Delisting

RECYCLING INDUSTRIES: Committee Taps Attorneys
SERVICE MERCHANDISE: Owes $1.3 Billion
TAL WIRELESS: Plans To Liquidate
THE PENN TRAFFIC: Lease Assignments and Assumptions
WESTBRIDGE CAPITAL: Emerges From Chapter 11

YES! ENTERTAINMENT: Memorandum Of Law of Infinity Investors
BOND PRICING: For Week of March 29, 1999

                  *********

ACME METALS: Dura Objects To Rejection of Contract
--------------------------------------------------
Dura Operating Corp. objects to the motion of Acme Metals
Incorporated and its debtor affiliates for an order
approving the rejection of an executory contract with Dura
Operating Corporation.  On March 9, 1998, Dura purchased a
subsidiary business of Acme for a base purchase price of
$18 million.  Dura states that the agreement is not
executory and therefore cannot be rejected.  Dura states
that continuing obligations do exist under the agreement,
but these obligations are de minimis.

They are ancillary to the prime purpose of the SPA which
was to effectuate the sale of Universal.  This prime
purpose, according to Dura was accomplished long ago.  


AMERICAN HOME PATIENT: Files Notification of Late Filing
----------------------------------------------------------
American  HomePatient, Inc. (Nasdaq:AHOM) announced it has
filed with the  Securities and Exchange Commission, under
Rule 12b-25, a notification of late  filing for its Form
10-K for the year-ended December 31, 1998.  American
HomePatient will file its Form 10-K with the Securities and
Exchange Commission on or before April 15, 1999.

The company's notification stated it was unable to file the
Form 10-K for the year-ended December 31, 1998, because the
company is negotiating with its lenders to potentially
amend the bank credit facility to remedy its covenant
default status and modify certain financial and other
covenants going forward. The company is currently in
default of several financial covenants under its bank
credit facility. Because these negotiations are not
completed, the Company is unable to finalize the
classification of its debt and complete other portions of
the company's financial statements.  

"American HomePatient believes that it is in the best
interests of the company, its shareholders and employees to
continue discussions with our bank group to resolve our
differing issues," stated Joseph F. Furlong, III,  
president and chief executive officer. "It is our hope to
quickly and satisfactorily resolve our outstanding issues
with the bank group."  The company also noted in the Rule
12b-25 notification that it intends to record an accrued
severance expense charge and, as required by SFAS 121, a
non- recurring pre-tax accounting charge for goodwill
during the fourth quarter of 1998.  American HomePatient
has over 300 home health care centers in 38 states. Its  
product and service offerings include respiratory services,
infusion therapy,  parenteral and enteral nutrition and
medical equipment for patients in the  home. American
HomePatient's common stock is traded on the Nasdaq stock
market under the symbol AHOM.


AMERITRUCK: Volvo Seeks Relief From Stay
----------------------------------------
Volvo Commercial Finance LLC The Americas ("Volvo") is
seeking relief from the automatic stay, or in the
alternative, adequate protection.  

Volvo is both a lessor to and a secured creditor of the
debtors, Ameritruck Distribution Corporation, et al.  Volvo
is the owner and holds the title to 374 leased vehicles.  
They are currently leased under short term leases.  Volvo
states that the debtors failed to timely pay the Tarrant
County taxes due on January 31, 1999.

Volvo is also a properly perfected secured creditor of the
debtor.  As of the Petition Date, Volvo was owed almost $30
million under the terminated leases and certain agreements.

Upon Volvo's information, the debtors continue to use a
remaining 433 secured vehicles in their business. The value
of the secured vehicles is less than the amount of Volvo's
claim against the debtors. Furthermore, while it is not
clear from the debtors' proposed plan whether the debtors
have a realistic chance of reorganizing, to the extent the
debtors believe that a certain number of vehicles are
necessary to an effective reorganization, the debtors have
no equity in such secured vehicles, have refused to
continue making adequate protection payments on the
vehicles and have failed to maintain and possibly failed to
pay taxes on the secured vehicles and have failed to enable
Volvo to inspect the vehicles. Therefore, Volvo requests
that the court terminate or modify the automatic stay so
that Volvo may exercise its rights and remedies with
respect to the secured vehicles.


AMPACE CORP: Seeks Extension of Exclusive Periods
-------------------------------------------------
Ampace Corporation and Ampace Freightlines, Inc., debtors,
seek an order extending the exclusive periods during which
they may file plans of reorganization and solicit
acceptances of such plans.  A hearing on the motion is set
for April 13, 1999.

The debtors claim that they have significantly downsized
their operations, restructured existing debt and attempted
to improve profitability.  The debtors say that they have
attempted to maintain an open and complete dialogue with
the Committee.  Because the debtors' post-petition efforts
were focused primarily, first, on the sale of their assets
to a potential purchaser (the deal did not close) and on
the closing of the Monroe facility, the debtors have not
had sufficient time to formulate plans of reorganization.

The debtors currently intend to market their Calhoun
Facility operation for sale as a going concern, while at
the same time, exploring the possibility of stand alone
plans which will permit the debtors to reorganize around
their Calhoun Facility operation.

The extension of the exclusive filing and solicitation
periods through and including August 12, 1999 and October
11, 1999 respectively, is necessary to permit the debtors
to make an accurate and informed decision on appropriate
plans of reorganization and to afford time to negotiate the
plans with their creditors.


CELLPRO INC: Amended Plan of Reorganization
-------------------------------------------
CellPro, Incorporated, a Delaware corporation, proposes its
amended plan of reorganization for the resolution of the
debtor's outstanding creditor claims and equity interests.

Class 1 - Secured Claims - Impaired. Transfer property
securing the claim to the holder or Pay in cash in full on
the Distribution Date.

Class 2 - Other Priority Claims - Impaired. Paid in cash in
full.

Class 3 - Insured Claims - Unimpaired.

Class 4 - Unsecured Claims
Class 4A - Patent Plaintiffs - Unimpaired. Allowed claim
$7,933,793.
Class 4B - Other Unsecured Claims - Impaired. Allowed
claims paid in full with 4.242% interest.

Class 5 - Securities Claims
Class 5A - Securities Class Action - Not impaired.
Class 5B - Florida Securities Action - Not impaired.
Class 5C Opt Out Claims - Impaired. Holders will receive 4%
of claims.
Provided aggregate distribution does not exceed $100,000.

Class 6 - Common Stock - Impaired. Pro rata distribution of
available cash.

Class 7 - Other Interests - Impaired. Cancelled.


COHO ENERGY: Financial Results
------------------------------
Coho Energy, Inc. (Nasdaq:COHO) announced today year end
financial results reporting year end proved oil and gas
reserves of 111.1 million barrels of oil equivalent and a  
net loss of $203.3 million. The prolonged and dramatic
decline in crude oil prices during 1998 had a significant
negative impact on the financial and operating results,
specifically on cash flow from operations, earnings, debt  
levels and proved reserve values.

Coho's proved reserves at December 31, 1998, were 100
million barrels of oil and 66.3 billion cubic feet of
natural gas or 111.1 million barrels of oil equivalent
("BOE"). In taking account of the year's production of 6.4
million barrels of oil equivalent and the sale in December
1998 of the Company's Monroe, La. gas field the proved
reserves increased 13.5 million BOE or 14% over the year
end 1997 volumes.

Low year end prices for crude oil had a significant impact
on the year end reserve value.

The low year end crude oil price negatively impacted the
financial results for the year. For the year ended December
31, 1998, the Company reported a loss of $203.3 million
($7.94 per share) as compared with earnings of $6.3 million  
($0.29 per share) in 1997.

Crude oil prices during the fourth quarter prompted the
Company to shut in approximately 700 barrels of oil per day
and to intentionally not repair wells which required minor
workovers.

In February and March 1999 the Company made several
announcements including, the non-completion of an equity
issue to the Hicks, Muse, Tate & Furst partnership, the
redetermination of the Company's credit facility borrowing
base and, as a result of the redetermination, the creation
of an over advance and the receipt of a default notice from
the Company's lenders for failure to make payment on the
first of five installments due on the over advance. The
year-end financial statements reflect each of these
announcements, including the recording of all of the
Company's long term debt as a current liability.

The Company is currently working to put into place a
comprehensive plan to restructure its financial
obligations. The alternatives being pursued include, but
are not limited to, the conversion of a portion or all of
the $150 million senior notes to equity, the raising of
additional equity and/or refinancing the  Company's
revolving bank credit facility. There can be no
assurances that the  Company will be successful in
resolving its liquidity problems through the  alternatives
set forth above in and out of court restructuring and may
seek court protection while it is pursuing other
financing and/or reorganization  alternatives.


CROWLEY MILNER: Seeks Employee Retention Program
------------------------------------------------
The debtor, Crowley, Milner and Company and its wholly
owned subsidiary, Steinbach Stores, Inc. seek approval of
an employee retention program and payment of severance
obligations to certain employees terminated post-petition.

The retention program provides that approximately 35
Central Office Employees will receive $166,710.  Also, 11
key employees will receive approximately $10,000 as a
retention bonus. (One of the eleven will receive $20,000
and the President and Senior Vice President will each
receive a retention bonus of approximately $40,000).  

The debtor is requesting that 16 Central Office employees
who have been terminated receive severance payments of
$18,921.


CROWN BOOKS: Seeks To Extend Exclusivity
----------------------------------------
Crown Books Corporation and its debtor affiliates seek to
extend exclusive periods in which to file a plan of
reorganization and solicit acceptances thereto.

Extending the debtors' exclusive periods for an additional
60 days, to and including June 30, 1999 for filing a plan,
and August 30, 1999, for soliciting acceptances to the
plan, will, according to the debtors, enable the debtors,
the Creditors' Committee and their other creditor
constituencies to continue to explore and develop various
restructuring alternatives with maximum creditor support.
The debtors have shared their strategic business plan with
the committee, and they believe that the additional time
will permit further dialogue to enhance the prospects for a
consensual plan of reorganization.  An extension of the
exclusive periods will provide time for the debtors to
continue to analyze and review claims filed by the Bar
Date, and to assess the impact of such claims on the
debtors' plan alternatives.  The debtors also believe that
their success in the fourth quarter demonstrates a renewed
customer confidence in their stores.


FASTCOMM: Emerges From Chapter 11
---------------------------------                    
FastComm Communications Corp. (OTC BB: FSCX) reported that
its Plan of Reorganization has been approved by the
Bankruptcy Court and, effective with the court's
final order, it will emerge from Chapter 11.

The Company filed for protection under Chapter 11 on June
2, 1998 because of litigation with a former employee. All
litigation with this former employee has since been
settled. The Company's plan of reorganization provides for
cash and debenture payments equal to 100% of each allowed
claim. Since the plan provides for payment in full to all
general unsecured creditors, the positions of the  
shareholders are preserved.

"Despite the fact that this process has been exceptionally
draining on both the Company's cash flow and management
time, it has been gratifying to have employees at all
levels of the Company support our reorganization," said
Peter Madsen, President and CEO of FastComm. "I am
extremely pleased to have this behind us so that we can now
focus on business and on improving shareholder value."
As previously disclosed, the Company believes that the
Chapter 11 filing negatively impacted its selling efforts.
With the settlement and the confirmation of the Plan of
Reorganization by the Court today, the Company  
plans to begin announcing contract wins shortly.

"Skepticism by customers over perceived solvency issues are
common when there is a bankruptcy tagged to your Company
name," Madsen stated. "In fact, certain large companies
have policies that preclude doing business with
companies in Chapter 11."


FAVORITE BRANDS: Files Chapter 11 Petition
------------------------------------------
Confectionary maker Favorite Brands International  
Inc., its parent and two affiliates filed for Chapter 11
protection on Tuesday in U.S. Bankruptcy Court.

The Bannockburn, Ill.-based company listed assets of $805
million and debts of $699 million.

The parent, Favorite Brands International Holding Corp.,
and affiliates, Sather Trucking Corp. and Trolli Inc., also
sought the protection from creditors.

In court papers, the company described itself as fourth
largest U.S. confectionary maker, with operations in
Illinois, Iowa, Nevada, Minnesota, Tennessee, California,
Indiana, Oklahoma, Pennsylvania, Texas, and Louisiana.

The 20 largest unsecured creditors listed individual claims
ranging from $7 million to $35 million in senior notes and
senior subordinated notes. The largest debts were $35
million to Oaktree Financial of Los Angeles and $31.5  
million to Chase Securities of New York.

The company also announced that it had secured a commitment
for an additional $100 million in financing from a group of
banks led by Chase Manhattan Bank.  The new debtor-in-
possession (DIP) financing, which is subject to court
approval, is expected to provide sufficient liquidity for
the company to operate throughout the Chapter 11 process.

The company has made significant progress in recent months
in restructuring its operations, including hiring a new
senior management team, consolidating operations and
closing inefficient plants, launching new products and
securing several important licensing agreements.  The new
management team is led by Richard R. Harshman, Chief
Executive Officer, one of the best known executives  
in the candy business, and Steven F. Kaplan, an experienced
turnaround specialist.

Favorite Brands International was formed in 1995 to
purchase Kraft's marshmallow and caramel businesses.  The
company subsequently acquired several other branded and
private label confectionery businesses to form what is
today the fourth largest confectioner in the country.  The
company's products include Jet-Puffed(R) Marshmallows,
Farley's(R) Fruit Snacks and Fruit Rolls, Trolli(R)  
Gummies, Farley's(R) General Line Candy, Sather's(R)
Packaged Candy and Snacks,  a variety of seasonal
confections and Favorite Brands Ingredients.


FINE HOST: Taps Ernst & Young
-----------------------------
The debtor, Fine Host Corporation, seeks a court order
authorizing the retention of Ernst & Young LLP as special
financial advisor to the debtor for the limited purposes of
assisting the debtor in an effort to obtain exit financing
in connection with confirmation and consummation of the
plan, and providing the debtor with assistance in
connection with the fulfillment of the debtor's "fresh
start" financial reporting obligations.


GREATE BAY: Reports Fourth Quarter and Year-End Results
-------------------------------------------------------
Greate Bay Casino Corporation (OTC Bulletin Board: GEAAQ)
today reported a net loss of $825,000 or $.016 per share,
for the fourth quarter of 1998 compared to a net loss of  
$12.8 million, or $2.47 a share, for the fourth quarter of
1997.  For the year 1998, the Company reported net income
of $24.5 million, or $4.72 per share, compared to a net
loss of $20.6 million, or $3.96 per share, for 1997.

Net revenues for the fourth quarter of 1998 amounted to
$2.8 million compared to pro forma net revenues of $2.1
million for the fourth quarter of 1997.  Consolidated net
revenues for the year 1998 totaled $9.0 million, compared
to pro forma net revenues of $10.1 million for 1997.

Net income reported for 1998 includes a gain of $27.5
million resulting from the elimination of the Company's
investment in its primary subsidiary, Greate Bay Hotel and
Casino, Inc. (GBHC), which owns the Sands(R) Hotel & Casino
in Atlantic City, New Jersey.  GBHC filed for relief under
Chapter 11 of the United States Bankruptcy Code in January
1998.

As a result of an agreement entered into with GBHC on June
27, 1998 and approved by the Bankruptcy Court on July 7,
1998, the Company no longer controls the management and
operation of the Sands and does not expect to have
any ownership or operating control of GBHC after GBHC's
reorganization under Chapter 11.  Consequently, Greate
Bay's investment in GBHC together with certain amounts due
from GBHC were revalued to a zero basis on July 1, 1998  
resulting in the $27.5 million gain. Subsequent to June 30,
1998, GBCC has accounted for its investment in GBHC under
the cost method of accounting.

The GBHC bankruptcy filing created a **default** and
acceleration of the 11 5/8%,  $85 million Senior Notes
issued by the Company's wholly-owned subsidiary, PRT  
Funding Corp. ("PRT").  As previously announced, Greate
Bay's wholly-owned subsidiary, Pratt Casino Corporation
("PCC"), guarantor of the Senior Notes,  has reached an
agreement in principle with noteholders for a restructuring
of  the Senior Notes.  The successful completion of the
restructuring is subject to  the execution of definitive
documents, the approval of gaming regulatory  authorities
and the consummation of a pre-negotiated plan of
reorganization by  PCC and PRT.

After completion of the PCC/PRT restructuring the Company's
remaining operations will consist primarily of Advanced
Casino Systems Corporation, a computer software company
which licenses casino information technology systems  
to the Sands and Hollywood Casino Corporation as well as to
other non-affiliated casino companies.


LONG JOHN: Seeks Authority To Sell 14 Locations
--------------------------------------------------------
The debtors, Long John Silver's Restaurants, Inc. seek
authority to sell 14 nonresidential real properties in
accordance with bidding procedures approved by the court.  
Competing bids must provide for at least a 7 1/2% increase
of such initial offer.

The debtors state that there are compelling reasons and
sound business justifications for the court to authorize
the sale of the properties.  They were marketed by
commercial real estate brokers, and represent property no
longer needed by the debtors for their operations.

The locations of the real property are:
Sacramento, California
Elk Grove, California
Atlanta, Georgia
Augusta, Georgia
Lilburn, Georgia
Waycross, Georgia
Woodstock, Georgia
Rolling Meadows, Illinois
Mt. Clemons, Michigan
Youngstown, Ohio
El Centro, California
National City, California
San Diego, California
Hallandale, Florida


LONG JOHN: Seeks To Extend Time to Assume/Reject Leases
-------------------------------------------------------
The debtors, Long John Silver's Restaurants Inc., et al.
seek an order extending the time within which the Debtors
must assume or reject unexpired leases of nonresidential
real property.  The Debtors are lessees under approximately
408 nonresidential real property leases, which the Debtors
have not moved to assume or reject.  By this motion, the
debtors seek the entry of an order extending the time
within which they must assume or reject the leases for 130
days, through and including August 6, 1999.  The debtors
have entered into a Stock Purchase agreement that provides
the foundation for a plan of reorganization.  The Agreement
authorizes the purchaser to designate up to 50 leases for
rejection at least 30 days prior to commencement of the
hearing to consider plan confirmation.  Since the Stock
Purchase Agreement is conditioned upon confirmation of a
plan by August 31, 1999, the latest possible date for the
purchaser to designate leases to be rejected is August 1,
1999.


LTCB: Unit Files For Bankruptcy With 510 Bil. Yen
-------------------------------------------------
The Kyodo News reports on March 31, 1999 that NED, a
nonbank financial unit of the now state-controlled Long-
Term Credit Bank of Japan, filed Wednesday for liquidation  
under court protection from creditors with debts of some
510 billion yen.

NED, one of LTCB's three nonbank financial affiliates,
operates two business divisions -- a loan division and a
venture capital division for investment in unlisted shares.

In the process of liquidation, NED will sell its venture
capital division to Yasuda Fire and Marine Insurance Co.
and Yasuda Mutual Life Insurance Co., NED officials said.

The liquidation should not affect LTCB's balance sheet as
it already accounted for possible bad loans to NED in the
first half of the fiscal year ending Sept. 30, 1998.

Mitsubishi Trust and Banking Corp. said in a statement the
liquidation of NED will not affect its earnings as it has
set aside reserves against its 30 billion yen in loans to
NED.

NED was set up in 1972 with the aim of extending loans to
venture businesses and has been faced with mountains of bad
loans it extended to real estate companies in collaboration
with LTCB during the booming bubble economy of the late
1980s.

LTCB has been under state control since last October, when
the government recognized it as a failed bank with huge bad
loans.


MOBILE ENERGY: Order Authorizes Financial Advisor
-------------------------------------------------
On March 22, 1999, Judge William S. Shulman entered an
order authorizing the employment of Forcap International
Inc. as the Financial Advisor of Mobile Energy Services
Company LLC and Mobile Energy Services Holdings, Inc.,
debtors.


MOLTEN METAL: Trustee Seeks Liquidation Agreement
-------------------------------------------------
Stephen S. Gray, Chapter 11 Trustee of Molten Metal
Technology, Inc. and its debtor affiliates seeks authority
to sell the debtors' assets located in Bay City, Texas
under the terms and conditions set forth in a certain
Liquidation Services Agreement.  The Trustee will receive
the first $900,000 of gross sales proceeds from the Bay
City Assets which payment is guaranteed by National
Industrial services Incorporated ("NISI").  Thereafter, the
next $120,000 of gross sale proceeds shall be paid to NISI
as reimbursement for expenses and promotional services.  
After payment of $900,000 to the estates and the expense
payment, and until the balance of the sale proceeds
aggregate $3 million, the gross proceeds will be divided
85% to the estates and 15% to NISI. Thereafter, the
remaining gross sale proceeds shall be divided equally
between the two.


NATIONAL ENERGY: Reports 4th Quarter and Year End Results
---------------------------------------------------------
National Energy Group, Inc. (OTC Bulletin Board: NEGXQ)
today announces results for the fourth quarter and twelve
months ended December 31, 1998.

The Company's oil and gas production totaled 4.6 Bcfe for
the fourth quarter of 1998, a decline of 12% compared to
5.2 Bcfe for the fourth quarter of 1997.  Crude oil
production during the fourth quarter of 1998  
increased 3.8% to 332 Mbls compared to 320 Mbls for the
same period in 1997.  Natural gas production decreased 21%
during the three months ended December 31, 1998 to 2.6 Bcf
compared to 3.3 Bcf in 1997.

NEG's cash flow used in operations before changes in
working capital for the three months ended December 31,
1998 decreased to $160,000 from $2.8 million from the same
period in 1997.  Cash flow per share for the three month
period ended December 31, 1998 was $.00 per share as
compared to ($.05) per share for the same period in 1997.  
The decrease was principally the result of the  
decline in oil and gas revenues.

Revenues for the three months ended December 31, 1998 were
$8.8 million, down 41% from $14.8 million in 1997, due
principally to the sharp decline in crude oil prices in
1998 and the decline in total production.  The average
price received by the Company for crude oil for the three
months ended December 31, 1998 was $11.13 per barrel, a 38%
decline from the average price of $17.85 per barrel
received for the comparable period in 1997.  The average
price received for natural gas of $1.97 per mcf for the
three months ended December 31, 1998 was 28% less than the
average price of $2.75 per mcf received in the fourth  
quarter of 1997.  The decline in average prices reduced
fourth quarter 1998 revenues by approximately $4.2 million
compared to the fourth quarter of 1997, while the decline
in production during the fourth quarter 1998 reduced
revenues by an additional $4.6 million.

The Company reported a net loss for the three months ended
December 31, 1998 of $62.9 million, or $1.56 per share
compared with a net loss of $36.5 million, or $.97 per
share for 1997.  The loss for 1998 and 1997 includes
noncash write-downs of the Company's oil and natural gas
properties of $58.5 million and $37.5 million net of tax in
accordance with the full cost method of accounting,
resulting primarily from the decline in commodity prices
and reserve revisions.   The results for the fourth quarter
1998 also include a non-recurring charge of approximately
$1 million for severance and related costs resulting from
the Company's restructuring of its management team and cost
associated with its Chapter 11 bankruptcy filing.  
Excluding these items, the Company would have reported a
net loss of $3.5 million ($.09 per share) for the fourth
quarter of  1998 compared with net income of $1 million
($.03 per share) for 1997.

Revenues for the twelve months ended December 31, 1998
totaled $38.4 million, down 27% from $52.4 million in 1997,
due to the sharp decline in commodity prices and the
decrease in total production.  The average price received
by the  Company for crude oil for the twelve months ended
December 31, 1998 was $12.66  per barrel, a 34% decline
from the average price of $19.17 per barrel received
for the comparable period in 1997. The average price
received for natural gas of $2.02 per mcf for the twelve
months ended December 31, 1998 was 15% less  than the
average price of $2.37 per mcf received in 1997.  The
decline in average prices reduced 1998 revenues by
approximately $12.0 million compared to 1997.

The Company reported a net loss for the twelve months ended
December 31, 1998 of $164.5 million, or $4.08 per share,
compared with a net loss of $34.3 million or $.94 per share
for 1997.  

At December 31, 1998, the Company was in violation of
certain covenants under its credit facility and as a result
has classified the associated borrowings as a current
liability.  In addition, due to the non-payment of interest
due December 2, 1998, the Company's Senior Notes were in  
default at December 31, 1998, and have also been classified
as a current liability.

On December 4, 1998 the Company's 10 3/4% Senior Note
bondholders filed an Involuntary Petition for an Order for
Relief under Chapter 11 of Title 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court  for
the Northern District of Texas, Dallas Division,
due to non-payment of  interest due December 2, 1998, after
expiration of a 30-day grace period.  

On  December 23, 1998, the Company filed in the Bankruptcy
Court, an Answer to and  Motion to Dismiss the pending
Involuntary Petition.  The Company's Motion  affirmed that
it (i) was meeting its obligations and generally paying its
debts  as they became due, unless such debts were the basis
of a bona fide dispute and  (ii) had arranged with the
lender under its credit facility to borrow  additional
funds sufficient to pay the interest due on the 10 3/4%
Senior  Notes, conditioned upon the Court's dismissal of
the Involuntary Petition.   However, on February 8, 1999,
the Bankruptcy Court denied the Company's Motion  to
Dismiss the Involuntary Petition.  An Order for Relief was
entered by the  Bankruptcy Court on February 11, 1999.  The
Order for Relief places the Company under the protection of
the Court and precludes payment of the interest on the  
Senior Notes at this time.

The Company shall act as debtor-in-possession and will
continue to operate its business and manage its properties
in the ordinary course of business during its Chapter 11
proceeding.  The Company anticipates proposing a Plan of
Reorganization within 120 days of February 11, 1999 or at  
such time as may be extended by the Court. As of December
4, 1998, the Company discontinued the accrual of interest
related to unsecured liabilities subject to compromise.

National Energy Group, Inc. is a Dallas, Texas based
independent oil and gas exploration and production company.  
The Company's principal properties are located onshore in
Texas, Louisiana, Oklahoma, and offshore Gulf
of Mexico.


NEUROMEDICAL: Agrees To Sell Assets To AutoCyte
-----------------------------------------------
On March 26, 1999, Neuromedical Systems, Inc. voluntarily
filed for protection under Chapter 11 in the U.S.  
Bankruptcy Court for the District of Delaware.  The
Company is now operating as debtor in possession subject to
the supervision of the orders of the Bankruptcy Court. In
connection with its Chapter 11 filing, the Company let go
the majority of its U.S. workforce and the Company has
agreed to sell its intellectual property and related assets
to AutoCyte, Inc., for $4,000,000 in cash and 1.4 million
shares of AutoCyte common stock.  The Company's sale of  
assets is subject to certain conditions, including the
approval of the Bankruptcy Court. (States SEC-03/30/99)


PARTY CITY: May Be In Default of Listing Requirements
-----------------------------------------------------
Party City Corporation (Nasdaq: PCTY) announced that it
will be unable to file its  Annual Report on Form 10-K with
the SEC on a timely basis due to previously  announced
difficulties in completing its 1998 audit.

The Report is due on March 31, 1999. The Company is working
diligently with its auditors to complete the audit as soon
as possible.  As a result of the failure to file the form
10-K by March 31, the Company will be in default of
Nasdaq's continued listing requirements. The Company has
been  advised by Nasdaq that as of April 5, the Company's
trading symbol will be  changed to PCTYE to reflect that
the stock is trading pursuant to an exception  to the
Nasdaq listing requirements. Upon the filing of the Form
10-K and  demonstration by the Company of compliance with
all of Nasdaq's listing  standards, the "E" will be
removed.  

The Company also announced that it has entered into a
waiver and amendment agreement with the lenders under its
existing $60 million secured credit facility pursuant to
which the lenders have agreed to waive existing defaults,  
including financial covenant defaults, and to permit the
Company to continue  borrowing under the facility. The
waiver will continue in effect until May 1, 1999, subject
to compliance by the Company with certain reporting and
other covenants. The Company expects to discuss with its
lenders waivers beyond May 1 once it has more definitive
information about the 1998 audit. In the event the Company
is unable to extend the waiver beyond May 1, the lenders
will be entitled to exercise certain remedies after May 1,
including acceleration of repayment.  Party City
Corporation is a specialty retailer of party supplies
through its national network of discount super stores.


PERITUS:  $2 Million Loss May Affect Ability To Continue
--------------------------------------------------------
Peritus Software Services announced that it was expecting
to post a loss of $2 million-$2.5 million for the current
quarter and that its ability to continue operations was in
jeopardy. The Billerica company said in a press release
that it would be forced to significantly reduce its work
force in the next several weeks, with the exception of
those employees needed to fulfill current obligations. As
of the end of last month, Peritus employed 453 full-time
workers, according to a filing with the Securities
and Exchange Commission. Peritus, which provides Y2K
solutions, announced layoffs twice last year amid sagging
demand for its software and services.  The company posted a
loss of $26.7 million last year, including charges for
restructuring.


PICO HOLDINGS: Reports Net Loss of $7.2 Million
-----------------------------------------------
Pico Holdings, Inc. (Nasdaq: PICO) and consolidated
subsidiaries reported a net loss of $7.2 million, or $1.20
per share, for 1998, compared with net income of $19.5  
million, of $3.09 per share, during 1997.  The 1998 net
loss included income from discontinued operations of $1.1
million, or $0.18 per share, compared to $0.4 million, or
$0.07 per share, in 1997.  Per share amounts are expressed
as basic earnings or loss per share.

The 1998 net loss included $3.3 million in net realized
investment losses, including a realized gain of $1.1
million from discontinued operations.  Net income in 1997
included net realized gains on investments of $21.4 million  
before taxes.

For the 1998 fourth quarter, the Company recorded an $8
million net loss, compared to a $2.2 million loss during
the same 1997 period. This equates to losses of $1.30 and
$0.36 per share for the fourth quarters of 1998 and 1997,  
respectively.  The 1998 fourth quarter included the $5
million Physicians' reserve strengthening and $3 million in
GEC write-downs, after minority interests and before taxes.
The 1997 fourth quarter included a pre-tax write-down of $4
million, after minority interests.

Shares outstanding and per share calculations for prior
years have been adjusted to reflect the December 16, 1998
1-for-5 reverse stock split following the PICO/GEC
combination.  Prior year amounts also reflect the November
20, 1996 reverse merger between Physicians and the Citation
Insurance Group, now PICO.


PITTSBURGH PENGUINS: Ordered To Stay Put
----------------------------------------
Judge Bernard Markovitz ordered the National Hockey League
(NHL)  Pittsburgh Penguins to honor their current lease and
stay at the Civic Arena,  the oldest arena in the league,
through the year 2007. The Judge also put an  order in
place preventing team officials from moving the Pens out of  
Pittsburgh.

Markovitz issued a permanent injunction that would stop
Penguins co-owner Roger Marino, or any new owners, from
moving the team to another city. Even retired superstar
Mario Lemieux, the team s biggest creditor, raised the  
prospect of moving the team in court documents filed with
the Judge. Lemieux is among those who want to take over the
franchise. The Pens owe him $31.4 million in deferred
compensation.

Markovitz also said he had doubts that Marino ever had the
intent to honor an agreement that said the team would  stay
at the arena until 2007, while the arena would undergo up
to $13 million in public improvements. (Interactive Sports-
03/30/99)


PONDEROSA FIBRES: State Dept. of Revenue Objects To Plan
--------------------------------------------------------
The State of Washington Department of Revenue objects to
confirmation of the debtor's proposed First Amended Plan.

Revenue objects because the plan does not provide for
priority tax claims to be paid within 6 years from the date
the tax became due.  Revenue holds a contingent priority
tax claim for approximately $3.1 million in the case.  
Ponderosa is in the distressed area tax deferral program
and seeks to defer, and eventually have waived a certain
portion of use tax for which it would otherwise be liable.  
Ponderosa could have a use tax obligation of approximately
$3.1 million.

Revenue objects to confirmation because the plan fails to
address the fact that the debtor's ability to avoid payment
of $3.1 million in priority use tax hinges on the
acceptance or rejection of the executory contract it has
with Revenue pertaining to the distressed area tax deferral
program.  No indication of acceptance or rejection has been
made and no treatment of the claims has been proposed in
the plan.


RECYCLING INDUSTRIES: Announces NASDAQ Delisting
------------------------------------------------
Recycling Industries, Inc., a metals recycler that
processes ferrous and non-ferrous metals, today announced
that during the Company's Chapter 11 reorganization
process, it is unable at this time to demonstrate
compliance with Nasdaq's continued listing requirements.   
Therefore, its common stock has been delisted from the
Nasdaq National Market System.


RECYCLING INDUSTRIES: Committee Taps Attorneys
----------------------------------------------
The Official Committee of Unsecured Creditors of Recycling
Industries, Inc. and the affiliated debtors seek entry of
an order authorizing the Committee to retain the law firm
of Kramer Levin Naftalis & Frankel LLP as its lead counsel
in the case.

The United states Trustee appointed the following members
of the Committee on March 9, 1999:
CS First Boston (Committee Chair)
Sunamerica Investments Corp.
Bank of Montreal
Dames & Moore
Commercial metals Co.


SERVICE MERCHANDISE: Owes $1.3 Billion
--------------------------------------
Service Merchandise Co. owes $1.3 billion to more than
1,000 creditors, according to the company's Chapter 11
bankruptcy reorganization filing submitted this weekend.
The retailer said a few weeks ago it would file for  
bankruptcy but needed time to arrange for financing during
the reorganization.  The company signed an agreement for
$750 million last week. As part of the turnaround effort,
more than 100 stores are being closed, including five in  
Pittsburgh.


TAL WIRELESS: Plans To Liquidate
--------------------------------
On October 6, 1997, TAL Wireless Networks, Inc. of Delaware
filed a voluntary petition for protection under Chapter
11 of the Federal Bankruptcy Laws in the United States
Bankruptcy Court, Northern District of California, San Jose
Division pursuant to which the company's existing directors
will continue in possession but subject to the supervision  
and orders of the Bankruptcy Court. The Company plans to
liquidate assets and review the claims of its various
creditors.  It is unclear at this time whether  there will
be any funds available for distribution to shareholders.  
Once this information has been determined, the Company may
file a Plan of Reorganization with the Bankruptcy Court."
(States SEC; 03/30/99)


THE PENN TRAFFIC: Lease Assignments and Assumptions
----------------------------------------------------
The Penn Traffic Company, et al., seeks to assume a lease
assignment agreement and the related disposition of certain
assets.  The debtors seek court authorization to assume
that certain lease agreement in respect of Penn Traffic's
Bi-Lo Foods store located at the Pittston Plaza in
Pittston, Pa.  As consideration for its being able to
assign the Pittston lease, Penn Traffic has agreed to
purchase certain equipment that it presently leases from
Boeing Capital Corporation for approximately $1.3 million
and to sell to Acadia the related assets for an aggregate
purchase price of $150,000.  The premises are currently
vacant and not required by the debtors in connection with
their operations.

The debtors seek to assume the lease termination agreement
covering the premises located on the Green Ridge Plaza
Premises in Scranton, Pennsylvania.  As consideration for
its being able to terminate the lease, the debtors agreed
to sell certain assets to its Landlord, Acadia Realty
Limited Partnership for an aggregate purchase price of
$100,000.

The debtors also seek to assume an unexpired lease  
covering the premises located at 1234 Abbott Road in
Lackawanna, New York.  Pursuant to the terms of a lease
amendment, Penn Traffic will be entitled to a rent
reduction of up to $81,000 per year.

The debtors seek to terminate a certain lease agreement
covering the premises located at 101-109 Sixth Avenue in
Huntington, West Virginia.  By entering into a sublease
termination agreement, the debtors are seeking to expand
the Big Bear Store adjacent to the terminated premises and
located at 115 Sixth Avenue.  Penn Traffic's expansion of
the Store is important to its operations and the debtors
believe that its planned expansion will result in improved
store and sale profits.  In addition, Penn Traffic believes
that a new, larger store will strengthen its competitive
position in the Huntington market.

The debtors seek authority to assume a certain prepetition
lease agreement with respect to the Granville Square
Shopping Center store in Columbus Ohio.  A hearing will be
held on April 5, 1999 to consider the motion.  The debtors'
assumption of the lease is in the debtors' best judgment.  
The location will serve as the site for the debtors' new
Big Bear supermarket of 54,600 square feet replacing a
smaller supermarket located in the same shopping center.


WESTBRIDGE CAPITAL: Emerges From Chapter 11
-------------------------------------------
Westbridge Capital Corp. has successfully emerged from the
Chapter 11 reorganization proceedings which began in
September 1998. All conditions to consummation of  
the Company's First Amended Plan of Reorganization, which
was confirmed by the Bankruptcy Court on December
17, 1998, have been satisfied.  The effective date of the
Plan is March 24, 1999, and required closing activities are
now complete. Stock in the new Company is expected to
continue to trade on the OTC Bulletin Board until such time
as the Company can secure a listing on a formal exchange.  
The Company is seeking alternative trading forums for the
new Common Stock that will be distributed to holders of
certain claims against and equity interests in the Company.
In connection with the emergence from Chapter 11, the
Company has changed its corporate name from Westbridge
Capital Corp. to Ascent Assurance, Inc. (States SEC-
03/30/99)


YES! ENTERTAINMENT: Memorandum Of Law of Infinity Investors
-----------------------------------------------------------
Infinity Investors Limited, a creditor and party in
interest in the chapter 11 case of YES! Entertainment
Corporation, submits a memorandum of law in opposition to
the Motion for Abstention, Stay of Adversary Proceeding,
and Limited Relief from Stay filed by Machina, Inc.

Infinity states that this motion by Machina is designed to
frustrate and impede the orderly administration of the
debtor's chapter 11 case.

Machina is a disgruntled unsecured creditor of the debtor -
the recipient of a prepetition arbitration award against
the debtor for unpaid royalties of approximately $2
million.  Infinity states that Machina seeks to elevate its
award over every other claim and interest in the case.  
According to Machina the award gives Machina sole ownership
of all of the debtor's assets.  Infinity states that the
purpose of the Adversary Proceeding is to put that claim to
rest.  Second, Machina argues that award may not be
interpreted in bankruptcy court because only a California
state court or an arbitration panel may undertake that
task.  However, it was Machina who first raised the award
and the issues framed by the adversary proceeding before
this court.  Infinity states that neither mandatory nor
permissive abstention over the adversary proceeding applies
in this case.  Finally Machina also seeks a stay of the
adversary proceeding or relief from the automatic stay to
pursue litigation in California over the award.  However,   
Infinity states that a decisions on the adversary
proceeding is critical tot he continued viability of the
debtor's chapter 11 case.  Without a finding by this court
that the debtor owns the assets which secured the DIP
financing, neither Infinity nor any other DIP lender will
be willing to loan cash to fund the debtor's estates.  
Infinity requests that the court deny Machina's motion in
its entirety.


BOND PRICING: For Week of March 29, 1999
----------------------------------------
By DLS Capital Partners, Inc.

Following are indicated prices for selected issues:

Acme Metal 10 7/8 '07                    11 - 13 (f)
Amer Pad & Paper 13 '05                  61 - 63
Amresco 9 7/8 '04                        74 - 77
Asia Pulp & Paper 11 3/4 '05             72 - 74
Boston Chicken 7 3/4 '05                  5 - 6 (f)
Brunos 10 1/2 '05                        22 - 23 (f)
Cityscape 12 3/4 '04                     12 - 14 (f)
E & S Holdings 10 3/8 '06                32 - 35
Globalstar 11 1/4 '04                    62 - 64
Geneva Steel 11 1/8 '01                  21 - 23
Hechinger 9.45 '12                       20 - 25
Iridium 14 '05                           46 - 50
Loewen 7.20 '03                          53 - 55
Penn Traffic 8 5/8 '03                   47 - 50
Planet Hollywood 12 '05                  26 - 28 (f)
Service Merchandise 9 '04                25 - 26 (f)
Sunbeam 0 '18                            10 - 11
Trism 10 3/4 '00                         48 - 50
Trump Castle 11 3/4 '05                  80 - 82
Zenith 6 1/4 '11                         28 - 30 (f)


                   *********

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 in each Friday edition of the TCR,
is provided 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 1999.  
All rights reserved.  ISSN 1520-9474.  

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