TCR_Public/990416.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
     
     Friday, April 16, 1999, Vol. 3, No. 74

                   Headlines

ALTA GOLD: To Reorganize Under Chapter 11
AMRESCO: Annual Meeting of Shareholders Set For May 19
CABLE CORPORATION: Court Confirms Plan of Reorganization
CALIFORNIA COASTAL: Enters Agreement To Repurchase Stock
DOWNTOWN ATHLETIC CLUB: Bankruptcy Continues

FWT INC: Acceleration of Debt Leads To Agreements
IGI INC: Notice of Annual Meeting of Stockholders
INTERACTIVE NETWORK: Announces Plan Confirmation                                 
KYODO CREDIT: 2 Hokkaido Credit Unions Face Dissolution                    
LIFEONE INC: Declared In Contempt of Court

MATEC CORP: Special in Lieu of Annual Meeting
MDR ASSOCIATES: Case Summary & 20 Largest Creditors
MJ DESIGNS: Sells Leases to Michael's
ONE PRICE CLOTHING: Announces Sr. Vice President & CFO
PRIMARY HEALTH: Committee Taps Professionals

SAMSONITE CORP: Announces Shareholder Litigation Insurance
SERVICE MERCHANDISE: Shareholders in Limbo
SUN HEALTHCARE: Treatment of Acquisition - Purchase
UNITED HEALTHCARE: Annual Meeting Set For May 12
WESTMORELAND COAL: Stock To Be Traded On AMEX

WESTMORELAND COAL: Soliciting Material Sent To Shareholders
WIRELESS ONE: Meeting of Creditors Adjourned

BOND PRICING: For Week of April 12, 1999

                    *********

ALTA GOLD: To Reorganize Under Chapter 11
-----------------------------------------
Alta Gold Co. (Nasdaq/NM:ALTA) announced that it filed
voluntarily to reorganize under Chapter 11 of the
Bankruptcy Code, in Reno, Nev., to facilitate the  
reorganization of the company's business and the
restructuring of approximately $29 million of outstanding
debt and $4 million in trade payables.

"With gold prices at 19-year lows and our current level of
gold production, the company presently has insufficient
cash flow to service its debt and to meet its other
obligations," said Robert N. Pratt, president and CEO.

"We are working to increase production and reduce costs,
but we need additional time for gold production to increase
and cash flow to improve. Based upon an in-depth analysis
of our operations, we believe that a reorganization plan is  
collectively the best course of action for the company and
its stockholders, employees, vendors and other creditors."

Pratt emphasized: "Daily operations will continue,
including the production of gold. I am convinced that the
company's foundation is strong and with the successful
completion of this reorganization, the company can once
again establish its position in the gold industry."


AMRESCO: Annual Meeting of Shareholders Set For May 19
------------------------------------------------------
The Annual Meeting of Stockholders of AMRESCO, INC. will be
held on the 17th floor of the North Tower of the Plaza of
the Americas, 700 North Pearl Street, Dallas, Texas, on
Wednesday, May 19, 1999, at 9:00 a.m., Central Time, for
considering and acting upon:

1.The election of three (3) directors for a three-year
term;

2.The appointment of Deloitte & Touche LLP as the Company's
independent public accountants for the year 1999;


CABLE CORPORATION: Court Confirms Plan of Reorganization
--------------------------------------------------------
SkyLynx Communications, Inc. (OTC BB: SKYK) announced today
that the U.S. Bankruptcy Court, Middle District of Florida,
Tampa Division, has conditionally confirmed Cable
Corporation of America's plan of reorganization
as filed by SkyLynx. With this confirmation, SkyLynx will
have the ability to operate under a channel lease agreement
while awaiting transfer of control approval from the
Federal  Communications Commission for the licenses of
channels owned by Paradise Cable,  Inc., the wholly-owned
subsidiary of Cable Corporation of America. As part of the
confirmed reorganization plan, all civil actions brought by
Paradise Cable, Inc. and Cable Corporation of America
against SkyLynx and certain principals of  the company have
been dismissed.

"When completed, this transaction will add more than $3.5
million of assets to our balance sheet in return for the
issuance of 220,000 shares of SkyLynx common stock," stated
Gary L. Brown, chairman of the board of SkyLynx. "This  
transaction, in addition to providing an immediate presence
in Sarasota, where SkyLynx was founded, further validates
our business plan of acquiring strategic assets and
includes acquiring prominent Internet Service Providers
(ISP's) in selected second tier markets throughout the U.S.

"The ability to accomplish this objective using stock, and
cash, has allowed SkyLynx to add a customer base of more
than 2,500 subscribers since Jan. 1, 1999," Brown
concluded.

SkyLynx Communications has operations in Colorado,
California, Florida and Oregon, which provide highly
dependable and affordable end-to-end Internet services to
subscribers in a growing number of secondary cities
throughout its targeted markets. These shared networks
achieve data transmission using a variety of high-speed
delivery technologies. These services allow subscribers  
to communicate with local branch or remote offices,
customers, affiliates and suppliers via local networking or
community-based Intranet with unlimited access to the
Internet. The company also offers web hosting services.

    
CALIFORNIA COASTAL: Enters Agreement To Repurchase Stock
--------------------------------------------------------
CALIFORNIA COASTAL COMMUNITIES, INC. reports to the SEC
that on April 9, 1999, the company issued a press release
announcing that, on April 8, 1999, the company entered into
an option agreement with Wheelabrator Technologies Inc.
("WTI") for the repurchase of approximately 11% of the
company's outstanding shares of common stock held by WTI.


DOWNTOWN ATHLETIC CLUB: Bankruptcy Continues
---------------------------------------
The Journal of Commerce reports on April 13, 1999
that a bankruptcy case continues for the Downtown Athletic
Club of New York City, founder of the legendary Heisman
Memorial Trophy and gathering place of the shipping and
commercial communities.

Some creditors are objecting to a reorganization plan filed
earlier this month after the club filed for **bankruptcy**
under Chapter 11 of the U.S. Bankruptcy Code in February
1998.

The club intends to emerge from bankruptcy, said Joe
Carnicelli, a spokesman for the club, last week, declining
to give further details. The club, a 36-story building near
New York's commercial and financial hubs, opened in 1930.

FWT INC: Acceleration of Debt Leads To Agreements
-------------------------------------------------
On April 1, 1999, the Company's secured lenders, through
their agent BT Commercial Corporation, sent notice to the
Company under the Credit Agreement dated as of November 12,
1997, among the Company, BT Commercial Corporation and
Bankers Trust Company, as amended, that as a result of
events of default under the Revolving Credit Facility, all
amounts owing under the Revolving Credit Facility were
immediately due and payable.

As a result of such acceleration and the Company's lack of
working capital, the Company and its majority and minority
shareholders entered into a series of agreements dated as
of April 8, 1999, whereby the following transactions were
consummated:

1. An entity affiliated with the minority shareholders of
the Company loaned the Company $7,000,000 for use as
working capital. The Company granted to such lender a
security interest in certain real and personal property of
the Company. The interest rate on such loan is 8% and the
loan is due within 180 days.

2. The minority shareholders of the Company, Carl R. Moore,
Thomas F. Moore and Roy J. Moore (the "Minority
Shareholders"), purchased the interest of the majority
shareholder of the Company, FWT Acquisition, Inc., an
affiliate of Baker Capital Corp., thereby acquiring 100% of
the outstanding common stock of the Company. The amount
paid by the Minority Shareholders for the stock held by FWT
Acquisition, Inc. was $1. The Minority Shareholders, along
with T.W. Moore and Betty Moore, were the key operating
personnel of the Company prior to the acquisition by FWT
Acquisition, Inc. of control of the Company in November
1997.

3.   The Company, FWT Acquisition, Inc. and the Minority
Shareholders, along with T.W. Moore and Betty Moore,
exchanged various releases with respect to certain possible
causes of action that each may have had with respect to the
others. The Company also agreed to pay off all amounts due
and owing under the Revolving Credit Facility by May 5,
1999. In addition, the Company agreed to take
no action which could under the guaranty of the Revolving
Credit Facility by Baker Communications Fund, L.P.
("Baker") either (i) adversely affect the rights of Baker
or (ii) increase the exposure of Baker.

4. Three of the Company's directors, John C. Baker, Edward
W. Scott and Lawrence A. Bettino resigned from the Board of
Directors effective as of April 8, 1999. Messrs. Baker,
Scott and Bettino are all affiliates of Baker Capital Corp.

5. Carl R. Moore and Thomas Frederick Moore were elected
directors of the Company, thereby creating a three man
Board of Directors along with the current continuing
director, Roy J. Moore.

6. The following persons were appointed officers of the
Company: Roy J. Moore, Chief Executive Officer, Carl R.
Moore, President, and Thomas F. Moore, Chairman of the
Executive Committee.

As a result of the loan transaction described above, the
Company believes that it will be in a position to continue
the operations of the Company such that the Company will be
able to negotiate an orderly restructuring with
its current creditors, including the holders of the
Company's 9-7/8% senior subordinated notes due 2007 (the
"Noteholders").


IGI INC: Notice of Annual Meeting of Stockholders
-------------------------------------------------
The Annual Meeting of Stockholders of IGI, Inc., a Delaware
corporation (the "Company"), will be held on Thursday, May
13, 1999 at 10:00 a.m. at the offices of Hale and Dorr LLP,
60 State Street, Boston, Massachusetts for the purpose of
considering and voting upon the following matters:

1. To elect seven directors to serve until the next Annual
Meeting of Stockholders.

2. To approve amendments to the Company's Certificate of
Incorporation, as amended, to (i) increase the number of
authorized shares of Common Stock from 30,000,000 to
50,000,000 and (ii) authorize a new class of        
Preferred Stock consisting of 1,000,000 shares.

3. To approve the Company's 1999 Employee Stock Purchase
Plan.

4. To approve the Company's 1999 Stock Incentive Plan.

5. To ratify the appointment of PricewaterhouseCoopers LLP
as independent auditors of the Company for the current
fiscal year.


INTERACTIVE NETWORK: Announces Plan Confirmation                                 
------------------------------------------------
Interactive Network, Inc. (INNN) Chairman and CEO, Bruce W.
Bauer, announced that on April 12, 1999, the United States
Bankruptcy Court for the Northern District of  
California had filed an order confirming the Company's
voluntary Chapter 11 plan of reorganization.

The Company intends to proceed promptly to consummate its
Settlement Agreement. Under the terms of the Settlement,
TCI, Motorola, Sprint, and NBC will convert approximately
$39,000,000 in debt into 7,814,589 shares of the Company's
common  stock at $5 per share, release all liens on
Interactive's assets including its  intellectual property,
pay the Company approximately $10,300,000 and the  
Company's legal expenses of approximately $2,500,000
incurred in connection with the litigation leading to the
Settlement Agreement.

The Company will use the funds received from the Settlement
to pay undisputed creditors claims, create a reserve for
the claims it will dispute before the U.S. Bankruptcy
Court, and to fund its operating budget for at
least one year.

Bauer also announced that the Company is now positioned to
actively pursue the global marketing of its intellectual
property to companies interested in the use of interactive
applications including the Internet and entertainment  
sectors.


KYODO CREDIT: 2 Hokkaido Credit Unions Face Dissolution                    
-------------------------------------------------------
Kyodo News reports on April 14, 1999 that the Hokkaido
prefectural government will declare two regional credit
unions insolvent and look for other credit unions to
take  over or absorb their operations, local government
sources said Thursday.

An inspection that ended in March of 13 local credit unions
singled out Kyodo Credit Union and Chitose Credit Union,
determining both were in serious financial trouble.

The prefectural government believes both institutions would
have posted capital deficits for the 1998 business year,
which ended March 31. A capital deficit means a financial
institution's liabilities exceed its capital and internal  
reserves.

The credit unions have not yet disclosed their earnings
results for the year. For the 1997 business year, Kyodo and
Chitose registered pretax losses of 1.89 billion yen and
1.42 billion yen, respectively.

The two credit unions have been suffering from bad-loan
problems stemming from excessive lending in real-estate
projects during the "bubble economy" from  the late 1980s
to early 1990s.

Kyodo Credit Union is based in Sapporo and Chitose Credit
Union is based in the city of Chitose near Sapporo.

Earlier this week, industry sources said the Tokyo
metropolitan government and the Financial Supervisory
Agency would dissolve three credit unions in Tokyo  
that have bad-loan problems with no hope of resolution.


LIFEONE INC: Declared In Contempt of Court
------------------------------------------
Thomson Kernaghan & Company, Ltd., a Toronto-based
brokerage firm, announced that in conjunction with its
pending case against LifeOne, Inc., formerly known as
National Affiliated Corporation, (OTC BB: LONE), the New
York State Supreme Court has declared LifeOne in
contempt of Court. On March 16, 1999, New York Supreme
Court Justice Charles E. Ramos charged LifeOne in contempt
for refusing to obey the Court's Order on August 27, 1998
to deposit four million unrestricted shares into an escrow
account of Thomson Kernaghan & Company, Ltd.

LifeOne has again been ordered to place the shares in
escrow and will now be fined $ 10,000 by the Court for each
day since August 27, 1998 in conjunction with its previous
failure to comply with the Court's Order. The Company will
also be fined $ 20,000 for every day it flouts the Court's
March 16, 1999 contempt Order. LifeOne will be responsible
for all attorneys' fees and expenses incurred by Thomson
Kernaghan & Company, Ltd. The payment of monetary fines and
attorneys fees may be delayed until the bankruptcy filing
against LifeOne is dismissed. Subsequently, in connection
with ongoing arbitration in New York, Thomson Kernaghan
filed for emergency relief to prohibit LifeOne from
carrying out its recently announced plan to place all of
its assets in subsidiaries which would be spun off to
existing shareholders.

On April 12, 1999, New York Supreme Court Justice Ramos
granted Thomson Kernaghan's motion. Justice Ramos also
stated that it was his intent to order LifeOne's CEO, T.
Brent Chapell, to be incarcerated until LifeOne
complied with the Court's March 16 Order to deposit four
million shares.


MATEC CORP: Special in Lieu of Annual Meeting
---------------------------------------------
The Special In Lieu of Annual Meeting of Stockholders
of MATEC Corporation will be held at the offices of the
Company, 75 South Street, Hopkinton, Massachusetts  01748
on May 13, 1999 at 10:00 A.M. to consider and vote on the
following matters described under the corresponding numbers
in the attached Proxy Statement.

(1) The election of six directors;

(2) Proposal to approve the Company's 1999 Stock
Option Plan;


MDR ASSOCIATES: Case Summary & 20 Largest Creditors
---------------------------------------------------
Debtor:  MDR Associates Partnership
         2452 Quakertown road
         Pennburg, PA 18073

Affiliate of Cherrydale Farms Case 99-597
Type of business:

Court: District of Delaware

Case No.: 99-821    Filed: 04/09/99    Chapter: 11

Debtor's Counsel:  
Michael L. Vild
The Bayard Firm
919 Market Street
Suite 1600
Wilmington, Delaware 19801
(302) 655-5000  

Kenneth A. Rosen
Ravin Sarasohn Cook Baumgarten Fisch & Rosen PC
103 Eisenhower Parkway
Roseland, NJ o7068
(973)228-9600                

Total Assets:            $9,289,664
Total Liabilities:       $4,208,612

20 Largest Unsecured Creditors:

   Name           Amount
   ----                                         ------
Cherrydale Farms Inc.                           331,919
Ross Cherry                                       5,758


MJ DESIGNS: Sells Leases to Michael's
-------------------------------------
The Richmond Times-Dispatch reports on April 12, 1999 that      
as part of its bankruptcy case, the Coppell, Texas-based
MJDesigns has sold the leases on 16 stores on the East
Coast to rival Michael's. Included in the lease sale was
the MJDesigns store in the Merchant's Walk shopping center
on West Broad Street. Seven other stores are in Virginia,
seven  are Maryland and one is in New York.

Liquidation sales are taking place at the three MJDesigns
stores in the Richmond area and at the other 13 stores.
Those sales should be completed by June 1.

At that point, Michael's will take possession of the 16
stores, giving it a stronger footing in the Richmond market
and elsewhere in Virginia, said Christopher J. Holland,
vice president of finance at Michael's. Michael's now has
more than 500 stores in 47 states with sales last year of  
$1.57 billion. It commands about 10 percent of the arts and
crafts retail industry.

Ben Franklin is close to signing a deal to take over the
lease on the MJDesigns store in the Stein Mart Shopping
Center on Midlothian Turnpike, a Ben Franklin official
said. If successful, a Ben Franklin store would open there
in  late summer.

It is uncertain which retailer might take over the third
area MJDesigns in Colonial Heights.


ONE PRICE CLOTHING: Announces Sr. Vice President & CFO
------------------------------------------------------
One Price Clothing  Stores,  Inc.  (NASDAQ:  ONPR)
announced the  appointment of H. Dane Reynolds as Senior
Vice President & Chief Financial Officer.  

One Price Clothing Stores, Inc. operates a chain of retail  
stores offering first-quality, in-season apparel and  
accessories  for women and  children at everyday low
prices. The Company currently operates 620 stores in 27
states, the District of Columbia, Puerto Rico and the U.S.
Virgin Islands.


PRIMARY HEALTH: Committee Taps Professionals
--------------------------------------------
The Official Committee of Unsecured Creditors of Primary
Health Systems, Inc. and its debtor affiliates, seek an
order authorizing employment and retention of Vorys, Sater,
Seymour and Pease LLP.  The firm will advise the Committee
with respect to he powers and duties of a Committee; will
attend meetings and negotiate with the debtor; prepare
motions and other legal papers; provide legal advice with
respect to any plan of reorganization; advise the Committee
in connection with any potential sales of assets; and
appear before the court.  The current standard hourly rate
applicable to attorneys and paralegals who will be handling
this case range from $100 per hour to $250 per hour.

The Committee is also seeking approval of retention of J.H.
Cohn LLP as accountants and financial advisors to the
Committee.  The firm will ascertain the viability of the
debtors; monitor the debtors' post-petition operating
results and cash flows; analyze the billing and collection
procedures; review the books and records of the debtors;
review and analyze the debtors' operating controls for cash
receipts and disbursements; review the debtors' forecasts
and budgets and develop a format and reporting procedures
whereby the debtors can provide interim financial and
operational information to the Committee; assess potential
plan(s) of reorganization; assist in negotiations and
render tax research analysis.

The firm will charge for its services based on its hourly
rates which range from $340 per hour for a partner to $90
per hour for a paraprofessional.


SAMSONITE CORP: Announces Shareholder Litigation Insurance
----------------------------------------------------------
SAMSONITE CORPORATION (NASDAQ:SAMC)announced that it has
entered into an insurance agreement developed in
conjunction with AON Risk Services of New York and placed
with a major insurance carrier.  Under the terms of the
insurance agreement, the insurer will assume responsibility
for the defense and ultimate resolution of the shareholder
litigation pending against the Company and related parties.
In connection with the insurance agreement, Samsonite
entered into certain agreements and releases and agreed to
make a cash premium payment, net of potential future
reimbursements, to the insurer ranging from an estimated
minimum payment of $7.0 million to a maximum payment of
$17.5 million depending on the ultimate cost to
defend and resolve the pending litigation. Samsonite
expects that substantially all future costs to defend and
resolve all currently pending shareholder lawsuits against
the Company will be covered by the insurance agreement.

Samsonite also announced that it plans to commence a $75
million rights offering to its stockholders to strengthen
its capitalization.  Under the terms of the rights
offering, the Company would distribute, on a pro rata
basis, to all of its common stockholders of record as of a
date to be determined, transferable rights to purchase
additional shares of common stock.  It is currently
contemplated that the rights will be exercisable at price
of $6.00 per share.  Affiliates of Apollo Investment Fund,
L.P. ("Apollo"), Samsonite's largest stockholder, have
agreed to purchase their full pro rata share of the
common shares offered in the rights offering and to
"backstop" the rights offering by purchasing additional
common shares not purchased by other
stockholders, subject to a maximum aggregate subscription
by Apollo of $37.5 million.

In order to comply with the Company's bank credit
agreement, Apollo has funded in advance its pro rata
subscription amount by purchasing $25.4 million of non-
voting convertible junior preferred stock that is the
economic equivalent of  4,235,000 shares of common stock.  
Subject to SEC clearance and further Board action,
Samsonite intends to commence the common stock rights
offering during the second quarter of 1999.

As a result of the events subsequent to year end, the
Company revised its estimate of total cost to the Company
associated with the pending shareholder litigation.  
Accordingly, under applicable accounting rules, the
Company will accrue an additional charge in its fiscal year
ended January 31, 1999.  Samsonite plans to file its Annual
Report on Form 10-K for the fiscal year ended January 31,
1999 on or about April 19, 1999.

Samsonite is one of the world's largest manufacturers and
distributors of luggage, marketing products under brands
such as SAMSONITE, AMERICAN TOURISTER and LARK.


SERVICE MERCHANDISE: Shareholders in Limbo
------------------------------------------
The Tennessean reports on April 7, 1999 that Service
Merchandise Co. Inc. stock continues to trade, but
investors and employees who own shares sit at the bottom of
the priority list as the company reorganizes its debts
under Chapter 11.

"Typically, shareholders who have an ownership position in
a Chapter 11 company wind up with little, if any, residual
investment," said Ken Gassman, a retail analyst with
Davenport & Company in Richmond, Va.

"That is part of the risk," he said. "In bankruptcy, the
shareholders give up most of their rights."

Shares of the Brentwood-based retailer fell below 50 cents
in recent weeks following the company's move into
bankruptcy proceedings in March. It traded above $2 a year
ago. On March 17, the New York Stock Exchange notified the
company it was reviewing its listing status.   The company
said in its annual report, filed Monday with the Securities
and  Exchange Commission, there can be no assurance the
common stock will remain listed on the NYSE or other
exchanges.

Stockholders who call the company are told there is "no
immediate answer" as to how the stock will be treated under
the company's bankruptcy reorganization plan, which isn't
expected to be completed until next year, said Ann Julsen,
a  spokeswoman for Los Angeles-based Sitrick and Company.
It works with firms in bankruptcy, including Service
Merchandise.

Service Merchandise stock, which started trading in
November 1971 at $14, is owned today by 5,844 individuals
or entities. There are slightly more than 100 million
shares outstanding.  Of those, 5.4% are owned by Chairman
Raymond Zimmerman, whose parents founded the company, and
9% are owned by FPA Paramount Fund Inc. Employees of
Service Merchandise were told in March the stock would no  
longer be an option on their 401(k) retirement plans, which
allowed them to defer up to 15% of their pay into various
investment vehicles.

"Employees have the opportunity to switch what they were
otherwise putting into company stock into another
investment option," Julsen said. The fate of Service
Merchandise stock rests with the bankruptcy court and  
those owed money by the company.

"I would say it's a very bleak situation for shareholders,"
said Margaret Howard, a law professor at Vanderbilt
University.


SUN HEALTHCARE: Treatment of Acquisition - Purchase
---------------------------------------------------
On April 5, 1999, Sun Healthcare Group, Inc.  ("Sun")  
announced that following Sun's  recent  decision to divest  
certain of its  non-core  business assets,  Sun  requested  
in March  1999  that the SEC  review  Sun's  accounting
treatment of its June 30, 1998 acquisition of Retirement
Care  Associates,  Inc. Based on  discussions  with the SEC
and the Company's  auditors,  management has determined  
that the  acquisition  will need to be recorded as a
purchase rather than as a pooling of interests as  
originally  recorded.  As a result, Sun will restate its
financial statements for previously reported periods in
1998.


UNITED HEALTHCARE: Annual Meeting Set For May 12
------------------------------------------------
United Healthcare Corporation will hold its Annual Meeting
of Shareholders on Wednesday, May 12, 1999, at the Lutheran
Brotherhood Building Auditorium, 625 Fourth Avenue
South, Minneapolis, Minnesota, at 10:00 a.m. Central Time.
The purposes of the meeting are:

1.  To elect four people to the Company's Board of
Directors.

2.  To consider and vote on a shareholder proposal
requesting elimination of election of directors by classes
set forth in the Proxy Statement, which is opposed by the
Company's Board of Directors.

3.  To consider and vote on a proposal to ratify the
appointment of Arthur Andersen LLP as independent public
accountants for the Company for the fiscal year ending
December 31, 1999.


WESTMORELAND COAL: Stock To Be Traded On AMEX
---------------------------------------------
Westmoreland  Coal  Company  (OTC Bulletin  Board:  WMCL)  
announced today that its application to list its Common
Stock and Depositary Shares on the American Stock Exchange  
("AMEX") has been approved and trading is expected to begin
on April 16, 1999.  Common Stock will trade under the
symbol, WLB, and Depositary Shares will trade under the
symbol, WLB.pr.  Until trading begins on the AMEX,  
Westmoreland shares will continue to trade on the OTC
Bulletin Board under the current symbols WMCL and WMCLP.

Westmoreland Coal Company, headquartered in Colorado  
Springs, Colorado, is currently engaged in western coal  
mining through its 80% owned  subsidiary Westmoreland  
Resources, Inc. and independent  power  production  through
its wholly-owned  subsidiary  Westmoreland Energy, Inc. The
Company also holds a 20% interest in Dominion Terminal
Associates, a coal shipping and terminal facility
in Newport News, Virginia.


WESTMORELAND COAL: Soliciting Material Sent To Shareholders
-----------------------------------------------------------
The following are excerpts from a letter of Chris Seglem,
Chairman of the Board - President & CEO sent to
shareholders:

April 7, 1999

1998 Financial Results - Operating income for 1998 was
$17.1 million compared to operating income of $33.6  
million  for 1997.  Positively affecting  operating
income in 1998 was the continued strong performance of our
independent power and coal  operations,  including  
production  of 6.5  million  tons at  Westmoreland
Resources, Inc.  ("WRI").  Increased earnings at the  
Rensselaer  Project as a result of the  strategic  
restructuring  of its  power  purchase  contract  with
Niagara Mohawk Power Company and improved earnings at
several of the other power projects raised the Company's  
equity in earnings of independent  power projects
from $17.8  million in 1997 to $64.5  million at the end of
1998.  

Two one-time charges significantly reduced operating income
in 1998: as part of its dismissal from Chapter 11, the
Company recorded a $15.7 million make-up accrual for UMWA
Combined Benefit Fund retiree healthcare  obligations not
recognized during the two year Court  imposed  stay of
claims;  and,  the Company  concluded  that the carrying  
value of  Dominion  Terminal  should be  reduced  by $12.2  
million to reflect reduced throughput in 1998 and tonnage  
projections for future export of American  coal.  

In 1998 the Company also incurred $9.9 million in expense
for Chapter 11 related legal and consulting fees of the
Equity Committee, the Funds, and the Company, $5.2 million
in expense for interest paid to creditors upon dismissal,  
and a non-cash cumulative charge of $9.9 million resulting
from a change in accounting principle to recognize  
previously  incurred  start-up costs associated  with
Westmoreland Energy, Inc. ("WEI") projects. These
additional one-time charges of $25 million resulted in a
net loss for 1998 of $6.5 million compared to net income
for 1997 of $28.2 million.

At December 31, 1998, the Company had shareholders' equity
of $21.8 million compared to $28.4 million at December 31,
1997.

Cash provided by operating activities increased to $55.9
million in 1998 from $19.9 million in 1997 driven by
proceeds from the termination of the over-funded
salaried pension  plan,  increased  operating  revenues at
WRI, the  Rensselaer transaction  and  increased  cash  
distributions  from WEI's  independent  power projects.

In January, 1999, the Company paid approximately $52
million in connection with the dismissal of the  bankruptcy
case which included payments to creditors, including the
UMWA Funds.

The Company's remaining interests in the Rensselaer Project
were sold to Fulton Cogeneration Associates, L.P., an
affiliate of The Coastal Corporation,  on March 15, 1999.
The Company's share of the net proceeds from this sale was
in excess of $33 million and the transaction will provide a
pre-tax contribution to earnings of approximately $17
million in 1999.  These amounts are in addition to the $30
million cash  received in June 1998 as a result of the
restructuring of the Project's power purchase agreement,
for total proceeds of over $60 million.

The UMWA Funds sought to take control of the Company
through transfer of stock ownership to a UMWA directed  
trustee, while the Equity Committee sought to liquidate the
Company and distribute any residual value to shareholders
in order of preference.  

During negotiations, the Company proposed to purchase all
of the outstanding depositary shares for a combination of
cash,  debt and common  stock.  The cash component of that  
proposal was $23 million. Representatives of the Equity
Committee rejected this proposal and demanded instead a
partial, $20 million all-cash tender offer.

On March 10, 1999, the Company initiated a $20 million cash
public tender offer for 1,052,631  depositary shares at $19
per share. The offer was conditioned upon successful
completion of the Rensselaer sale. As of the expiration of
the tender  offer 1,683,903 depositary shares were
tendered.  Because the number of shares tendered exceeded
the maximum number of shares offered to be purchased by the  
Company,  a  proration factor will be applied.

The Company will hold a shareholders' meeting following  
completion of the tender offer. The meeting will take place
on May 12, 1999.

A dissident group of shareholders, comprised primarily of
some former members of the Equity Committee, has filed a
Schedule 13-D with the SEC professing its intention to  
nominate a separate slate of directors  and to "redirect"  
the  Company's  business.  This group will seek SEC review
of proxy materials so that, following the review, it can
solicit your vote.  Management strongly urges you to reject
any solicitation from this group and to support your
existing dedicated management and Board of Directors which
has successfully navigated your Company through the dire  
challenges it faced just a few years ago.


WIRELESS ONE: Meeting of Creditors Adjourned
--------------------------------------------
The meeting of creditors previously scheduled for April 16,
1999 has been adjourned to Friday May 7 at 11:30 AM at 844
King Street, Room 2313, Wilmington, Delaware.


BOND PRICING: For Week of April 12, 1999
----------------------------------------
DLS Capital Partners, Inc., bond pricing for week of April
12, 1999


Following are indicated prices for selected issues:  

Acme Metal 10 7/8 '07                    11 - 13
Amer Pad & Paper 13 '05                  62 - 63
Amresco 9 7/8 '04                        76 - 78
Asia Pulp & Paper 11 3/4 '05             76 - 78
Boston Chicken 7 3/4 '05                  4 - 5 (f)
Brunos 10 1/2 '05                        20 - 22 (f)
Cityscape 12 3/4 '05                     11 - 13
E & S Holdings 10 3/8 '06                45 - 50
Geneva Steel 11 1/2 '01                  18 - 21
Globalstar 11 1/4 '04                    70 - 72
Hechinger 9.45 '12                       23 - 27
Iridium 14 '05                           56 - 58
Loewen 7.20 '03                          44 - 46
Penn Traffic 8 5/8 '03                   49 - 51
Planet Hollywood 12 '05                  26 - 28 (f)
Samsonite 10 3/4 '08                     73 - 77
Service Merchandise 9 '04                23 - 24
Sunbeam 0 '18                            10 - 11
Trism 10 3/4 '00                         47 - 49
Zenith 6 1/4 '11                         32 - 35



                   *********
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.  

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

Information contained herein is obtained from sources
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The TCR subscription rate is $575 for six months delivered
via e-mail. Additional e-mail subscriptions for members of
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