TCR_Public/990518.MBX          T R O U B L E D   C O M P A N Y   R E P O R T E R
     
              Tuesday, May 18, 1999, Vol. 3, No. 95

                          Headlines

ACME METALS: Stipulation Regarding Global Reclamation Claim Program
ADVANCED MEDICAL: Sells Assets Through Bankruptcy
ALTA GOLD: Announces First Quarter 1999 Results
AMPACE CORP: Seeks Order Extending Time to Assume/Reject Leases
AMRESCO INC: Sales Down, Revenue Up

CFI MORTGAGE: Thomson Kernaghan Objects To Disclosure Statement
CITYSCAPE: Order Approves Disclosure Statement
COLEMAN CRATEN: Firm Ordered To Liquidate
COMMERCIAL FINANCIAL: Case Against CFS By Ex-employees Delayed                    
COMMERCIAL FINANCIAL: Out of the Ashes - A New Firm

CRIIMI MAE: Replies to Opposition to Extension of Exclusivity
FREEPORT MCMORAN COPPER & GOLD: Shows Gain/Holds Annual Meeting
GREATE BAY CASINO CORP: Experiences First Quarter Loss
HOLLYWOOD THEATERS INC: Advises End to Filing Requirement
HOME HEALTH CORP: Seeks Approval of Bonus Program

HURRICANE HYDROCARBONS: Court Approves Implementation of Plan
IGI INC: Net Loss for Period
IRIDIUM: Stock Fall May Mark Demise
LOEWEN GROUP INC: Lower Profit, Increased Risk
MARVEL ENTERPRISES, INC: Offers Exchange of Senior Notes

MOBILE ENERGY: Order Extends Exclusive Periods
NATIONAL ENERGY GROUP: Reports 1999 1ST Quarter Results
NATIONAL RECORD MART INC: Employee Stock Option
NEW WORLD COFFEE/MANHATTAN BAGEL: Delays Financial
NYEC INC: Stipulation To Continue State Court Litigation

OKURA & CO: Seeks Additional Time To Reject/Assume Leases
ONEITA INDUSTRIES: Taps J.H. Albert - Insurance Advisor
ORBIT INTERNATIONAL: Reports Lower First Quarter Earnings
PARAGON TRADE: Order On Settlement with Kimberly-Clark
PRESLEY COMPANIES: Buyback Hampering Bottom Line

QUADRAX CORP: Investor Seeks Determination of New Equity Value
QUALITECH STEEL: Agreed Order For Further Use of Cash Collateral
RAYTECH CORP: Pursues Complaint Against Smith, et al
ROOM PLUS INC: Files Bankruptcy
SALANT CORP: Declares Bankruptcy

SGSM ACQUISITION: Seeks Date Set For Auction
SIENA HOLDINGS INC: Incremental Paymetns to Unsecured Creditors
SOUTHERN PACIFIC FUNDING: Applies For Approval of Special Counsel
STAR NEWCO: Taps Jacobowitz and Gubits, LLP
TALK AMERICA: Files Bankruptcy Petition

THORN APPLE VALLEY: Final Order Authorizing Secured Credit
UNITED COMPANIES: Seeks Rejection of Certain Leases
UNITEL VIDEO INC: Agrees to Asset Sale
WIRELESS ONE: Announces First Quarter Results

Meetings, Conferences and Seminars


                          *********  

ACME METALS: Stipulation Regarding Global Reclamation Claim Program
-------------------------------------------------------------------
The debtor, Alpha Tube Corporation and the Official Committee of
Unsecured Creditors of Alpha Tube Corporation entered into a
Stipulation and order regarding Global Reclamation Claim Program of
Alpha Tube Corporation.  

Pursuant to the Stipulation, the Alpha Tube Committee and Alpha have
agreed that the Committee will withdraw and not renew its single
case administration motion or again seek separate administration of
the Alpha chapter 11 case until a date after December 31, 1999.  The
Committee has agreed in consideration of the Alpha Reclamation
Program to consent to an extension of the period of exclusivity to
provide for an additional period of 90 days as set forth in the
proposed order.  Holders of reclamation claims will receive 25% of
the face amount of the allocated claim, to be paid upon approval of
this Stipulation by the court.  25% will be paid on or before
December 15, 1999 and 50% shall be paid on or before September 15,
2000.  Those who elect to receive cash shall receive a payment equal
to 90% of the claim.


ADVANCED MEDICAL: Sells Assets Through Bankruptcy
--------------------------------------------------
Advanced Medical Products, Inc. (OTC Bulletin Board: ADVA) has sold
all assets, including equipment, inventory, and accounts receivable,
outside the ordinary course of business, free and clear of all liens
and encumbrances and other interests, pursuant to chapter 11
paragraph 363 of the bankruptcy code under an order entered in the
Federal Bankruptcy Court in South Carolina on May 10, 1999.

Biosensor Corporation, (OTC Bulletin Board: BSNR), owner of Carolina
Medical, Inc., who owns 55.3% of the common stock of Advanced
Medical Products, Inc., has purchased the assets and assumed all of
the secured debt, employee and commission liabilities, and all
customer warranty and service liabilities of Advanced Medical
Products.  In addition, Biosensor has made payment to Advanced
Medical Debtor in Possession of $68,000 to be used for certain
priority claims and administrative expenses and outside unsecured
creditor claims.  Biosensor will not participate in distribution of
payments toward unsecured claims, although Biosensor's unsecured
claims exceed unsecured claims by all non-affiliated creditors
combined.

Biosensor will consolidate the Advanced Medical assets with other
assets owned by Biosensor under a recently formed subsidiary,
Advanced Biosensor Inc. Biosensor has also agreed to assume Advanced
Medical's lease obligations and will continue to operate the
business at the present Columbia, SC location.


ALTA GOLD: Announces First Quarter 1999 Results
-----------------------------------------------               
Alta Gold Co. (Nasdaq/NM:ALTAQ) announced results for the first
quarter ended March 31, 1999, during which the company reported net
income of $30,000 ($0.00 per share) from revenue of $6,672,000.
For the first quarter of 1998, the company had $366,000 in net
income ($0.01 per share) from revenue of $3,624,000.

The 84% increase in revenue in the first quarter of 1999 resulted
primarily from the initial gold production at Olinghouse. The
decrease in net income is due primarily to $807,000 in charges
during the first quarter of 1999 for interest expense and the
amortization of financing costs.

Similar costs incurred in the first quarter of 1998, prior to the
initiation of gold production at Olinghouse, had appropriately been
capitalized.

On April 14, 1999, the company filed Chapter 11 Bankruptcy. Nasdaq
responded by  halting trading of the company's common stock on April
15, 1999 and by giving  notice on April 23, 1999 of its intent to
delist the company's securities. The company filed an appeal
regarding the delisting of the company's common stock and a hearing
date of June 17, 1999 was set by Nasdaq.

No assurance can be given that a hearing regarding Nasdaq's
determination will be successful. Management believes that until the
company's common stock is delisted, Nasdaq will continue to halt any
trading of the company's stock on the Nasdaq National Market.

If the company's common stock is delisted, trading, if any, in the
common stock would thereafter have to be conducted in the so-called
"pink sheets" or, if available, the OTC Bulletin Board.

Alta Gold is engaged in the exploration, development, mining and
production of gold on properties in Nevada. The company also has
three base metals properties in the western United States which are
in various stages of development.

For the three months ended March 31, 1999, the company reports
revenue of  $6,672,000 compared to revenue of $3,624,000
for the same three month period in the previous year.   

The company reported net income for the three months ended March 31,
1999 of $30,000 compared to net income of $366,000 for the same
three period of the previous year.


AMPACE CORP: Seeks Order Extending Time to Assume/Reject Leases
---------------------------------------------------------------
The debtors, Ampace Corporation and Ampace Freightlines, Inc. seek
an order extending the time within which the debtors may assume or
reject unexpired leases of nonresidential real property.  Ampace is
currently a tenant under three leases of nonresidential real
property, including the corporate headquarters.  The debtors seek an
extension to and including July 31, 1999.  The debtors are working
to formulate and file a plan by June 14, 1999.  Because the debtors
are still formulating a plan they are not prepared to assume or
reject the leases.


AMRESCO INC: Sales Down, Revenue Up
-----------------------------------
Amresco Inc. has announced while revenue is up for the first quarter
ending March 31, 1999 over the same period of 1998 sales are down
for the same quarter in 1999 over that of 1998. First quarter
revenue in 1999 was $170,334 compared to $140,798 in 1998, while
sales were down $73,377 in '99 as compared to $83,049 in '98.
The Company believes that the risks most likely to affect the
Company adversely relate to the failure of third parties, including
its borrowers and sources of capital, to achieve Year 2000
readiness. If its borrowers' systems fail, the result could be a
delay in making payments to the Company or the complete business
failure of such borrowers. The failure, although believed to be
unlikely, of the Company's sources of capital to achieve Year 2000
readiness could result in the Company being unable to obtain the
funds necessary to continue its normal business operations.


CFI MORTGAGE: Thomson Kernaghan Objects To Disclosure Statement
---------------------------------------------------------------
Creditor/Preferred shareholder, Thomson Kernaghan and Company Ltd.
files an objection to the Disclosure Statement of the debtor, CFI
Morgage, Inc.

According to Thomson, the Disclosure Statement fails to contain
adequate information in that it does not clearly discuss the events
leading up to the filing of the bankruptcy petition.  There is an
inadequate description of the debtor's assets and their values.  The
debtor states that the assets are minimal, however there are certain
real property and personal property assets that Thomson says should
be characterized (i.e. their fair market value) more completely.  
The real property has apparently been sold or is in the process of
being sold and further information should be given.  Thomson claims
that the liquidation analysis is inadequate, and the financial
information is from September 30, 1998, and is dated.  Thomson
states that the debtor's future operations are unclear, particularly
an $800,000 loan.  Thomson states that the Disclosure Statement
fails to contain a relevant discussion of tax consequences, or the
relationship of the debtor to any and all affiliates.  


CITYSCAPE: Order Approves Disclosure Statement
----------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered an order in the case of Cityscape Financial Corp. and
Cityscape Corp. approving the joint disclosure statement and
scheduling a hearing on the confirmation of the debtors' first
amended plan of reorganization for June 9, 1999.

The plan provides for the substantive consolidation of the assets of
Cityscape and CSC and for distribution to creditors.  The plan
provides for certain releases by the debtors of claims against
various parties.  It is anticipated that the Board of Directors of
reorganized Cityscape will consist of one to ten members.  The
debtors seek to consummate the plan and to cause the Effective Date
to occur on or about May 31, 1999.

In general, the plan provides that administrative claims, priority
tax claims, bank claims, other secured claims and priority claims
will be paid in full.  Holders of Old Senior Notes, General
Unsecured claims and old subordinated debentures will receive all of
the new common stock in the reorganized company.  Based upon the
debtors' estimate of $10 million in claims that will ultimately be
allowed claims in Classes 5 and 5a, the new common stock would be
distributed as follows: (i) 92.48% to holders of old senior notes
(or 97.91% if Class 6 or class 6a votes to reject the plan); (ii)
2.09% to holders of general unsecured claims; and (iii) 5.43% to
holders of old subordinated debentures (or 0% if Class 6 or Class 6a
votes to reject the plan.  The debtors estimate that the reorganized
company will have net assets with an approximate carrying value of
$79 million, consisting primarily of mortgage residual certificates,
receivables related to such certificates, mortgages held for sale
and cash.


COLEMAN CRATEN: Firm Ordered To Liquidate
-----------------------------------------
The Baltimore Sun reports on May 14, 1999 that a federal bankruptcy
judge issued an emergency order yesterday to force liquidation of
Coleman Craten LLC, and to replace co-founder Monica L. Coleman  
with a trustee.

Judge Stephen E. Derby issued the order in response to a Towson
couple's  motion requesting conversion of the firm's Chapter 11
bankruptcy reorganization  to a Chapter 7 liquidation. The couple
has sued the firm and Coleman, alleging that they embezzled $2
million.

Derby -- citing a state attorney general's order Tuesday, which
effectively halted the company's operations, critical press reports
and a balance sheet with more than $5 million in debts and about
$50,000 in assets -- said there was little hope of a reorganization.

The judge also said his ruling relied on a provision in the federal  
bankruptcy code that makes stock brokerages ineligible to file for
Chapter 11 reorganization.

Coleman and the firm face 10 lawsuits seeking more than $4 million,
including three suits filed by investors who allege that she
defrauded them.  On Tuesday, Maryland Securities Commissioner
Melanie Senter Lubin ordered Monica Coleman and Coleman Craten to
immediately stop selling securities and advising investors.

The order alleges that Coleman and the firm committed fraud and
violated securities laws. It also seeks to fine Coleman, revoke her
license and permanently bar her from the industry. The securities
agency has expanded its investigation of Coleman and has  
subpoenaed bank records of Coleman's mother, husband and son.

Coleman Craten filed for Chapter 11 reorganization Tuesday, a move
that ousted a court-appointed receiver and restored Coleman's
control of assets. In the Chapter 11 case, the firm listed unsecured
claims of $5,968,000 and assets of less than $50,000. Coleman had
filed for personal bankruptcy May 7 and estimated creditors to  
number between 16 and 49. She listed assets and debts ranging
from $1 million  to $10 million.

Nancy Alquist, the lawyer for the Hydes, called yesterday's ruling a  
victory. "It means there will be oversight of the morass that has
become Coleman Craten," she said.


COMMERCIAL FINANCIAL: Case Against CFS By Ex-employees Delayed                    
---------------------------------------------------------------
Twenty former Commercial Financial Services Inc. employees seeking
damages for an alleged tirade they faced last year will have to wait
a little bit longer before pursuing their case against the company.

U.S. Bankruptcy Judge Dana Rasure has denied a motion that would
have allowed the case against the company to proceed. In denying the
motion, Rasure emphasized the impact that proceeding with the trial
could have on the company's operations.

"CFS is in a critical period with respect to its reorganization
effort,"  Rasure wrote. "Most importantly, its employees and
professionals are involved in satisfying due diligence inquiries
from potential purchasers of CFS."

When CFS, a debt collection company that employs about 1,600 in
Tulsa and Oklahoma City, filed for bankruptcy protection Dec. 11,
other legal action against the firm was put on hold by an automatic
stay. Under bankruptcy laws, the stay can be lifted in certain
instances. Rasure ruled Friday that this was not one of those
instances.

Not only would it cost the company up to $500,000 in defense costs,
the case would require 70 depositions, sorting about 10,500 e- mails
and more than 443 hours of CFS personnel time, according to
estimates by both sides. There was also concern that the trial would
reignite bad feelings among employees at CFS and undermine morale
and detract from the value of the company, Rasure wrote.

The court "agrees with CFS that to modify the stay at this time
would permit wasteful depletion of the estate, personnel resources
and financial resources,"  the judge wrote.  Rasure's action delayed
only one piece of the complaint that was filed against CFS and
former chairman Bill Bartmann in November. The Bartmann part of
the complaint has been moved to Tulsa District Court.

Bartmann has filed a motion to have the case dismissed and,
according to May 4 testimony in bankruptcy court, planned to file a
motion for a stay if the case were not dismissed. Rasure noted the
second half of the suit in issuing her order.

"Similarly, from the plaintiffs' standpoint, staying the litigation
merely defers the investment of significant financial and emotional
resources until it becomes clear that such efforts will be
fruitful," she wrote.  The complaint stemmed from meetings between
CFS chairman Bill Bartmann and about 450 asset investigators on
April 21, 1998. Asset investigators are the CFS workers who make
initial contact with debtors, via telephone. They then pass the
numbers on to account officers, who attempt to collect from the  
debtors' bad accounts.

The 20 former asset investigators say Bartmann delivered a series of  
obscenity-laden tirades. Complaints by the former employees cite
defamation, libel, intentional infliction of emotional harm and
wrongful discharge. (Tulsa World - 05/13/99)


COMMERCIAL FINANCIAL: Out of the Ashes - A New Firm
---------------------------------------------------
The Daily Oklahoman reports on May 12, 1999 that a debt collection
company that plans to hire as many as 260 people in the next three
years has formed in Tulsa with a core of former employees of  
Commercial Financial Services.

The company formed in early April and now has 12 employees, said
Charles Welsh, president of the newly formed Eagle Credit Resources
Inc.

Welsh was director of credit over about 2,200 people at Commercial
Financial before leaving in July, five months before the company
filed for bankruptcy.  His experience at Commercial Financial has
had a mixed effect, he said.

"I couldn't even begin to be doing this if I hadn't had that
experience," he said. "But the fallout (from Commercial Financial)
has put a cloud on the whole industry." Nonetheless, Welsh and
partners believe opportunity exists in the business of buying
packages of bad loans from companies, then making money by
collecting on those.


CRIIMI MAE: Replies to Opposition to Extension of Exclusivity
-------------------------------------------------------------
CRIIMI MAE Inc., et al., debtors, reply to the Unsecured Creditors'
Committee's limited opposition to the debtor's first request for an
extension of exclusivity.

In order to address some imcomplete or inaccurate assertions made by
the Committee in its limited opposition, CRIIMI MAE asserts that the
Limited Opposition presents an incomplete picture of alleged
concerns about the influence of the debtor's two senior executives
over the plan process.

Notwithstanding that the Committee knew about the May 5, 1999 action
by the debtor's Board of Directors creating a special reorganization
Committee comprised of its four outside directors to oversee the
ongoing development of a reorganization plan, no mention was made of
this important fact.  As part of the continuing open dialogue with
the Committee, several weeks ago the debtor's counsel advised the
Committee counsel of CRIIMI MAE's intent to form the special
reorganization Committee.

Finally the debtor states that the several statements in the limited
opposition regarding discussions relating to exclusivity between the
debtor and the Committee deal with the substance of settlement
negotiations between the parties, and is not subject of the debtor's
comments.  CRIIMI MAE requests that the court grant its motion to
extend its exclusive periods for six months to and including August
2, 1999 and October 3, 1999 respectively.


FREEPORT MCMORAN COPPER & GOLD: Shows Gain/Holds Annual Meeting
--------------------------------------------------------------
Freeport McMoran Copper & Gold reported a first quarter 1999 profit
of $129,080 on revenues of $415,800.  Revenue was up over the same
period 1998 while income remained constant. The Annual Meeting of
Stockholders of the Company was held May 6, 1999.  At the meeting,
Robert W. Bruce III, Robert A. Day, Bobby Lee Lackey, Jonathan C. A.
Leslie, Gabrielle K. McDonald and George A. Mealey were elected to
serve until the 2002 Annual Meeting of Stockholders.  In addition to
the directors elected at the Annual Meeting, the terms of the
following directors continued after the Annual Meeting:  Leon A.
Davis, William B. Harrison, Jr., J. Bennett Johnston, Henry A.
Kissinger, Rene L. Latiolais, James R. Moffett, B. M. Rankin, Jr.
and J. Taylor Wharton.

Also at the Annual Meeting, the stockholders voted on and
approved a proposal to adopt the Company's 1999 Stock Incentive
Plan in the form presented in the Company's proxy statement dated
March 18, 1999.  They also voted on and approved a proposal to adopt
the Company's 1999 Long-Term Performance Incentive Plan in the form
presented in the Company's proxy statement of the same date.
Additional action included the stockholders rejecting a stockholder
proposal to eliminate the classification of the Company's board of
directors.


GREATE BAY CASINO CORP: Experiences First Quarter Loss
------------------------------------------------------
Greate Bay Casino Corp. and it's subsidiaries conduct three major
business activities, grouped as (1) GBCC, PPI Corp. and their
direct, wholly owned subsidiaries, (2) PPC and NJMI and Holdings and
(3) GBHC.  On revenues of $2,203,000 GCCC reported a first quarter
1999 loss of $2,036,000 before income taxes.  The comparable period
in 1998 yielded a gain of $2,275,000.  The businesses have been
plagued by lawsuits, defaults and bankruptcies and indicate that
continued pressures on their activities may make it difficult for
them to continue to operate.  The full text of their recent
financial statements filed with the SEC, together with explanatory
comments, can be found at

http://www.sec.gov/cgi-bin/srch-edgar?0000930661-99-001093on the  
internet, free of charge.


HOLLYWOOD THEATERS INC: Advises End to Filing Requirement
---------------------------------------------------------
Hollywood Theaters, Inc., Hollywood Theaters Holdings, Inc., and the
Crown Theatre Corp. on May 12, 1999 filed a Certification and Notice
of Termination of Registration with the SEC.  Concurrent with this
filing was announced the suspension of their duty to file further
reports with the SEC.  There are now no holders of record for their
10 5/8% Senior Subordinated Notes due 2007.


HOME HEALTH CORP: Seeks Approval of Bonus Program
-------------------------------------------------
The debtor, Home Health Corporation of America, Inc., et al. seeks
approval of a bonus program for certain key employees whose
positions are being consolidated.  The program involves four
employees who will receive a total of $22,500.  The debtors believe
that the retention of these employees through June 30, 1999 is
critical to the orderly and efficient transition involved in the
consolidation of the accounting and payroll function the employees
had been performing with the current accounting and payroll
functions being performed in the debtors' corporate offices.

The debtors also seek approval of a Texas Bonus Program for certain
key Texas employees.  The bonuses proposed total $10,000 per month
through July 15, 1999.

A hearing will take place on June 10, 1999 at 9:30 AM.


HURRICANE HYDROCARBONS: Court Approves Implementation of Plan
-------------------------------------------------------------
Hurricane Hydrocarbons Ltd. announced that it and its wholly owned
subsidiary, Hurricane Overseas Services Inc., have obtained an Order
from the Court of Queen's Bench of Alberta, Judicial District of
Calgary, under the Companies' Creditors Arrangement Act.

The Order permits the Company the opportunity to implement its
restructuring plan and stays all legal proceedings against Hurricane
and HOSI for at least 30 days.  The plan as previously announced
provides for a full conversion of Hurricane's long-term debt
obligations (having an original principal amount of approximately
US$178 million) to common shares; the acquisition of OAO  
Shymkentneftegeorsyntez (``ShNOS''), the Kazakhstani company which
owns the  Shymkent refinery; and a new equity infusion.

Following the debt conversion and the acquisition but prior to the
equity infusion, it is anticipated that existing shareholders and
bondholders will hold an aggregate equity interest in Hurricane of
51% and the existing owners of ShNOS, an equity interest in
Hurricane of 49%.  The plan is subject to the satisfactory
completion by both parties of extensive due diligence, legal
documentation and stakeholder approval.

Deloitte & Touche Inc. has been appointed by the Court to act as
Monitor.

Hurricane is an independent international energy corporation engaged
in the acquisition, exploration and production of oil, primarily in
the Republic of Kazakhstan. The corporation's shares are listed on
The Alberta and Toronto Stock Exchanges (HHL.A) and The Nasdaq
National Market (HHLAF).


IGI INC: Net Loss for Period
----------------------------
IGI had a net loss of $319,000, or $0.03 per share, for the quarter
ended March 31, 1999 as compared to the net loss of $203,000, or
$0.02 per share for the quarter ended March 31, 1998.  The principal
factor contributing to the increased loss in the 1999 quarter,
according to the company, was increased interest expense.
Total revenues for the quarter ended March 31, 1999 were $8,743,000,
which represents an increase of $527,000, or 6%, from revenues of
$8,216.000 for the quarter ended March 31, 1998.  Consumer Products
revenues increased $644,000, or 70%, for the first quarter of 1999
due primarily to an increase of $333,000 in license and royalty
income in 1999 over 1998 and increase of $271,000 in sales to Estee
Lauder.  Companion Pet Products increased $124,000, or 4%, over the
comparable quarter in 1998, primarily due to increased international
sales of $172,000 in the first quarter 1999 over the comparable
period in 1998.  These increases were partially offset
by decreased poultry vaccine sales of $241,000, or 6%, from the
first quarter of 1998.  Revenues of approximately $1,200,000 for
poultry vaccine sales in the first quarter of 1998 were attributable
to orders received in prior periods that were not released for
shipment until the first quarter of 1998 when the the Department of
Agriculture (USDA) imposed stop shipment order was lifted.  
Regulatory matters and the costs incurred in connection with  
government  and other  investigations,  had a material
adverse effect on the  Company's business  and  results  of  
operations  in 1998 and are  likely to  continue  to adversely
affect the Company's business during the first half of 1999.
IGI is currently very highly leveraged  and has negative  working
capital,  and therefore will need to obtain additional debt or
equity capital to meet its business plan, and short-term repayment  
obligations, if it is to maintain its competitive position.


IRIDIUM: Stock Fall May Mark Demise
-----------------------------------                      
The Washington Times reports on May 15, 1999 that when shares of
Iridium World Communications Ltd. fell $4.25 to $10.44 on the  
Nasdaq  after the satellite phone company said it will be unable to  
meet the terms of its $800 million in bank debt, the announcement
proved to be the latest setback for the company.  Iridium,
which has failed to meet its subscriber goals and seen its chief
executive, financial chief and marketing chief leave within the past
two months was the first company to offer satellite-based global
telephone service.

Iridium has hired Donaldson, Lufkin & Jenrette Securities Corp. to
help restructure its debt, a move one analyst said could mean it
will seek to defer interest payments on its bonds. "I think it
implies a bond debt restructuring may come later," said
William B.F. Kidd, vice president and senior satellite analyst at
New York investment banker C.E. Unterberg, Towbin.

Iridium's 14-percent bonds due in 2005 fell 15 points, or $150 per
$1,000 face value yesterday. At 23 cents on the dollar, the notes
have lost about 76 percent of their value since February.
Iridium's network of 66 low-orbit satellites became operational last  
November. The company reported having 10,294 subscribers as of March
31, far short of its goal of 57,000.  Iridium's problems are due
largely to marketing and distribution, analysts said.

While Iridium focuses marketing efforts on oil and gas companies,
maritime and media clients and governments - it needs more
individual customers to boost its numbers, said Riyad Said, senior
analyst at Arlington-based investment firm Friedman, Billings,
Ramsey.   "Clearly, {satellite} phones aren't going to replace
wireless. This has never been considered a cost leader, but I think
we'll see the price come down," he said.

For now, Iridium is largely out of the financial reach of most
consumers, with some of its brick-sized phones selling for as much
as $3,000 and charges that can run to several dollars per minute.


LOEWEN GROUP INC: Lower Profit, Increased Risk
----------------------------------------------
Loewen Group Inc., personal services company dealing in funeral
homes, cemeteries, and related services, had net earnings for the
first quarter 1999 of 6.9 million down from 30 million during the
same period in 1998. On March 31, 1999, the Company completed the
sale of 124 cemeteries and three funeral homes to an investor group
led by McCown De Leeuw & Co., a private investment firm. The Company
received gross proceeds of $193.0 million. Although the Company may
consummate additional asset sales, it is not committed to sell and
has not identified any other properties for which sale is probable.
As a result of continued negative cash flow from operations in 1999,
scheduled debt maturities in 1999 and its current financial
position, on March 31, Loewen completed negotiations with the
lenders under their Credit Agreements resulting in revised lending
agreements which provide for no further borrowing.  There is no
certainty that these and other strategies will be sufficient to
permit the Company to continue, or that the Company will be able to
refinance their PATS Senior Notes on terms satisfactory to the
lenders under the Credit Agreements by September 15, 1999. In the
event that such actions and strategies are not successful, either
the Company or its creditors may initiate proceedings for the
liquidation or reorganization of the Company under Canadian and/or
U.S. bankruptcy laws.


MARVEL ENTERPRISES, INC: Offers Exchange of Senior Notes
--------------------------------------------------------
Marvel Enterprises commenced registration filing with the SEC in its
proposed plan to exchange any and all outstanding 12% Senior Notes
due 2009, which carry certain restrictions, for $250 million
principal amount in new 12% Senior Notes due 2009.  The new Senior
Notes, once SEC approval is obtained, will be registered under the
Securities Act of 1933, as amended, and therefore is free of the
restrictions which bind the originally issued notes.  The toy
manufacturer says that in all other respects the new notes
will be the same as the original.  The exchange is not anticipated
to trigger federal income tax consequences.  All non-exchanged notes
will remain outstanding and subject to certain transfer
restrictions.  The company does not intend to apply for listing of
the exchange notes on any securities exchange or to arrange for them
to be quoted on any quotation system.  Since registration is pending
no date has been set for the offer.  Marvel, having acquired
bankrupt MEG, warns of decreased revenues and potential
downturn in sales for a considerable time into the future.  
Interested readers are directed to

http://www.sec.gov/cgi-bin/srch-edgar?0000903112-99-000715via the  
internet for in-depth information on Marvel's proposal.


MOBILE ENERGY: Order Extends Exclusive Periods
----------------------------------------------
The US Bankruptcy Court for the Southern District of Alabama entered
an order extending the debtors' exclusive periods.  The 120-day
exclusive period is extended from May 14, 1999 through to and
including August 12, 1999; and the 180-day exclusive period is
extended from July 13, 1999 through to and including October 12,
1999.

By separate interim order the court authorized the debtors' interim
use of cash collateral, through and including May 25, 1999.  The
total projected expenditures for the week ending May 22, 1999 is
$935,503.  The total projected expenditures for the three days
ending May 25, 1999 is $755,648.


NATIONAL ENERGY GROUP: Reports 1999 1ST Quarter Results
------------------------------------------------------          
National Energy Group, Inc. (OTC Bulletin Board: NEGXQ) announces
results for the first quarter ended March 31, 1999.

The Company's oil and gas production totaled 4.3 Bcfe for the first
quarter of 1999, a decline of 10% compared to 4.8 Bcfe for the first
quarter of 1998.  Crude oil production during the first quarter of
1999 remained constant at 294 Mbls compared to 293 Mbls for the same
period in 1998. Natural gas production decreased 19% during the
first quarter of 1999 to 2.5 Bcf compared to 3.1 Bcf  
in 1998.

The Company discontinued additional developmental drilling at
Goldsmith Adobe Unit in March 1998 due to the decline of crude oil
prices.  The reduction in oil production resulting from natural
decline and from the discontinued drilling at the Goldsmith Adobe
Unit was offset by the successful drilling and completion of the
State Lease #2102 well at the Company's East Bayou Sorrel  
area which came on line in October of 1998. The decline in gas
production is primarily due to natural decline as well as flush
production during the first quarter of 1998 at the Company's East
Texas and Arkoma properties as the Company had limited drilling
activities in these areas during 1999.

NEG's cash flow provided by operations before changes in working
capital for the three months ended March 31, 1999 remained
relatively constant at $3.3 million compared to $3.4 million from
the same period in 1998.  Cash flow per share for the three month
periods ended March 31, 1999 and 1998 was $.08 per  
share.

Revenues for the three months ended March 31, 1999 were $7.2
million, down 31.4% from $10.5 million in 1998, due principally to
the decline in commodity prices in the first quarter of 1999
compared to 1998 and the decline in total production.  The average
price received by the Company for crude oil for the three months
ended March 31, 1999 was $10.85 per barrel, a 26% decline from the
average price of $14.57 per barrel received for the comparable
period in 1998. The average price received for natural gas of $1.62
per mcf for the three months ended March 31, 1999 was 21% less than
the average price of $2.04 per mcf received in 1998.  The decline in
average oil and gas prices reduced first quarter 1999 revenues by
approximately $2.1 million compared to the first quarter of 1998,
while the decline in production during the first quarter 1999  
reduced revenues by an additional $.9 million.

The Company reported a net loss for the three months ended March 31,
1999 of $1.2 million, or $.03 per share compared with a net loss of
$29.0 million, or $.72 per share for 1998.  The loss for 1998
includes a noncash write-down of the Company's oil and natural gas
properties of $26.5 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  
first quarter 1999 include net reorganization costs of approximately
$.5  million related to the Chapter 11 proceeding.  Excluding these
items, the Company would have reported a net loss of $.6 million
($.02 per share) for the first quarter of 1999 compared with a net
loss of $2.5 million ($.06 per share) for 1998.

At March 31, 1999, the Company was in violation of certain
covenants under its secured credit facility.  In addition, due to
the non-payment of interest due December 2, 1998, the Company's
Senior Notes were also in default at March 31, 1999.

On December 4, 1998, certain of 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 become 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.  Additionally, payment of liabilities existing as of
February 11, 1999 to certain unsecured creditors and  dividends in
arrears to holders of the Company's Preferred Stock and any  pending
litigation are stayed during the Bankruptcy proceeding.  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 the period allotted by the
Court.  The Plan may include the issuance of common stock or common
stock equivalents in exchange for debt of the Company which could
materially dilute the current equity interests.  A hearing on such
Plan has been scheduled by the Court for June 4, 1999. As of
December 4, 1998, the Company discontinued the accrual of interest
on the unsecured Senior Notes and discontinued the accrual of
dividends on the unsecured preferred stock, as a result of the
Chapter 11 filing.  Approximately $4.4 million additional interest
expense would have been recognized by the Company for the first  
quarter of 1999 if not for the discontinuation of the interest
accrual on the  Senior Notes.

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.


NATIONAL RECORD MART INC: Employee Stock Option
-----------------------------------------------
National Record Mart has filed information covering their employee
stock option plan.  The option vests in five annual equal
installments beginning on November 17, 1999.  On the same date last
year options were exercised which at year's end 1998 found Jim
Benedetti with 1,000 shares, Steven Zimmerman, Charles M. Stephensen
and John D. Grandono with 2,000 shares each, and Theresa Carlisle
holding 500 shares.  November 1998 shares were acquired at
5.90/share.


NEW WORLD COFFEE/MANHATTAN BAGEL: Delays Financial
--------------------------------------------------
New World Coffee/Manahattan Bagel Inc. has filed a statement with
the SEC citing difficulty in obtaining the necessary financial
information to timely file their first quarter 1999 financial
statements.  It is anticipated by the company that no significant
change in results of operations will be shown from the corresponding
period for the last fiscal year.


NYEC INC: Stipulation To Continue State Court Litigation
--------------------------------------------------------
A stipulation among the debtors, NYEC, INC f/k/a the Wiz, Inc. et
al., the Official Committee of Unsecured Creditors, SLJ Realty, LLC
and Cablevision Electronics Investments, Inc. authorizing SLJ Realty
LLC and the debtor to continue certain state court litigation and
authorizing the debtors to retain Wilentz, Goldman & Spitzer as
special litigation counsel will be presented for signature to the
court on May 17, 1999.

The state court litigation involves breach of a Declaration of
Restrictions whereby the Investors, 2700 Route 22, LLC, Heller
Management Corp. and G. Heller Enterprises, Inc. agreed not to lease
certain space in a shopping center to Circuit City Inc. and the
seeking of an injunction against Circuit City from opening a Circuit
City store in the shopping center, and the entry of a judgment and
the award of damages for breach of the Declaration of Restrictions.


OKURA & CO: Seeks Additional Time To Reject/Assume Leases
---------------------------------------------------------
The debtor, Okura & Co.(America) Inc. seeks entry of an order
extending the time to reject/assume leases of nonresidential real
property.  The debtor requests a further extension of time through
and including July 30, 1999.  The debtor has begun the process of
the orderly liquidation of its assets.  The debtor will require the
office space in Chicago and New York City to effectively conduct
this wind down process.


ONEITA INDUSTRIES: Taps J.H. Albert - Insurance Advisor
-------------------------------------------------------
The debtor, Oneita Industries, Inc. seeks entry of an order
authorizing it to retain J.H. Albert International Insurance
Advisors, Inc. as its insurance consultant.

The debtor requires the services of J.H. Albert to review its
business interruption insurance, commercial general liability
insurance, international liability and property insurance, property
insurance, workers compensation insurance and umbrella liability
insurance.  The debtor also maintains a fiduciary bond with National
Union Fire Insurance Company of Pitttsbury [sic.] with a coverage
limit of $3 million.  The debtor also needs the firm to audit
existing and expired policies to determine and pursue rebates to
which the debtor may be entitled and to file claims under such
existing policies.  The firm will charge for its services on an
hourly basis.  The rates for principal consultants are $200 per
hour; for senior consultants are $175 per hour and for staff
consultants are $150 per hour.


ORBIT INTERNATIONAL: Reports Lower First Quarter Earnings
---------------------------------------------------------
Consolidated net sales were reported by Orbit International, at the
end of March 31, 1999, to be $3,409,000 down from $4,285,000 for the
same quarter 1998.  While gross profit stood at $1,352,000 at the
end of the first quarter 1999, loss before income taxes was $18,000.
Orbit operates two industry segments, Orbit Instrument Division and
Behlman, a subsidiary.  The Company predicts revenue for the full
year 1999 will fall below that of 1998.


PARAGON TRADE: Order On Settlement with Kimberly-Clark
------------------------------------------------------
A hearing will be held on the motion of the debtor, Paragon Trade
Brands, Inc. on June 9, 1999 for approval of its settlement with
Kimberly-Clark Corporation.  Written objections must be filed no
later than 4:30 PM on May 26, 1999.


PRESLEY COMPANIES: Buyback Hampering Bottom Line
------------------------------------------------
While Presley Company has reported net income of $5,396 on sales of
$82,297 for the first quarter 1999 the continued requirement to
buyback certain Senior Notes under specified conditions is creating
a lack of operating capital for the company.  In accordance with the
bond indenture governing the company's Senior Notes which are due in
2001, if the consolidated tangible net worth of the company falls
below $60,000,000 for two consecutive quarters the company is
required to offer to purchase $20,000,000 in principal amount of the
Senior notes.  Beginning with the quarter ending June 30, 1997 the
company has seen it's ability to acquire, hold and develop real
estate projects restricted since net worth has not measured up to
the dollar condition required.


QUADRAX CORP: Investor Seeks Determination of New Equity Value
----------------------------------------------------------
The debtor, Quadrax Corporation, at the request of the investor,
E.B. Acquisition LLC seeks a determination from the court of the
value of the equity shares in the reorganized debtor that are to be
issued to the debtor's creditors and shareholders under the plan.  A
valuation hearing will take place on May 25, 1999.  The debtor
believes that based on its analysis, the stock to be issued in the
reorganized debtor under the plan can be valued at a price ranging
from $.48 to $.56 per share.


QUALITECH STEEL: Agreed Order For Further Use of Cash Collateral
----------------------------------------------------------------
The debtors, Qualitech Steel Corporation and Qualitech Steel
Holdings Corp., the Official Committee of Unsecured Creditors and
certain prepetition subordinated lenders, the pre-petition senior
lenders and the DIP lenders agree to the need for further use of
cash collateral.  Pursuant to the interim financing order, the DIP
lenders were given as security for the DIP financing in an amount
not to exceed $15,000,000.  The DIP lenders have advanced
approximately $10.7 million to the debtors.  The court then denied
the debtors' request for entry of a final order approving DIP
financing in the aggregate amount of $30 million.  Pending the
determination by the court of the final financing order, the debtors
require the use of additional cash collateral for the period ending
May 19,1999.  

The court entered an order, and the DIP lenders have agreed for the
debtors to be authorized to use further cash collateral in an amount
not to exceed $1 million.  The debtors' revised final order on DIP
financing contemplates an auction of the debtors' assets on June 24,
1999.

The debtors have also filed a motion to reconsider an order denying
the debtors' motion authorizing the sale and transfer of
substantially all of their assets and for an order approving sale
procedures and fixing the dates for the auction and the hearing on
the sale.


RAYTECH CORP: Pursues Complaint Against Smith, et al
----------------------------------------------------
In December 1998 Raytech and Raytech creditors committee, together
with the trustee of Raymark, filed an adversary proceeding
(complaint) against Craig R. Smith, et al (including relatives,
business associates and controlled corporations).  The complaint
alleged a systematic stripping of assets belonging to Raymark in an
ongoing scheme perpetrated by the defendants.  It is estimated the
alleged action, extending back to the 1980's, has enriched the Smith
family by an estimated $12 million, greatly profited
their associates, and has continued up to the present action.
The claim further alleges that by the Smith's actions Raymark and
its creditors have been deprived of nearly all the company assets
amounting to more than $27 million.  A restraining order was issued
upon motion by the plaintiffs stopping the defendants from
dissipating, conveying, encumbering, or otherwise disposing of
assets.  The matter is being litigated in the U.S. District Court in
Connecticut.  Trial date is scheduled for September 1999.
Raytech was incorporated in 1986 as a subsidiary of Raymark and in
October of that year Raytech became the holding company of Raymark
stock through merger action.


ROOM PLUS INC: Files Bankruptcy
-------------------------------
Room Plus, retail furniture and furnishings company, on April 26,
1999 filed Chapter 11 bankruptcy proceedings in the United State
Bankruptcy Court, District of New Jersey.  Terms of the filing call
for the present Board of Directors to remain in possession subject
to the supervision and orders of the Bankruptcy Court.
Currently the sole director is Kaplan since David Belford, Marc
Zucker and Allan Socher each resigned effective April 23, 1999.  
Zucker and Socher, also officers of the company, resigned those
posts effective the same date in April.  Room Plus has obtained a
Debtor-in-Possession loan up to $1 million from David Belford for
the purposes of continuing operation of the business during the
pendency of the bankruptcy action.


SALANT CORP: Declares Bankruptcy
-------------------------------
On December 29, 1998, Salant Corporation filed a voluntary petition
for relief under chapter 11 of title 11 of the United States Code
with the United States Bankruptcy Court for the Southern District of
New York.  On the filing date, Salant also filed with the Court its
chapter 11 plan of reorganization. On April 19, 1999, the Bankruptcy
Court entered an order confirming the Plan.  The effective date of
the Plan occurred on May 11, 1999.  In accordance with the Plan
Salant filed with the Delaware Secretary of State a Restated and
Amended Certificate of Incorporation under which the authorized and
capital stock of Salant consists of 45,000,000 shares of
Common Stock, $1 par value per share, and 5,000,000 shares of
Perferred Stock, $2 par value per share.


SGSM ACQUISITION: Seeks Date Set For Auction
--------------------------------------------
SGSM Acquisition Company, LLC is seeking entry of an order setting
the date to conduct an auction of the debtor's interest in twelve of
its real property leases and inventory and approving and authorizing
such auction.  The deadline to submit a bid for any of the
properties is May 24, 1999.  The debtors propose to conduct the
auction on May 27, 1999 at 12:00 PM at the offices of Young Conaway
Stargatt & Taylor, 11th Floor, Rodney Square North, Wilmington, DE.

Each store is subject to a minimum bid.  The minimum bids range from
$140,000 to $2,900,000 including leased capital equipment buy-out
and from $77,000 to $275,000 excluding leased capital equipment buy-
outs.
In order to bid on certain property(ies) an express initial payment
must be made.  The stores are located in LA and MS.  Bids may be
made for either one store or all the properties.


SIENA HOLDINGS INC: Incremental Paymetns to Unsecured Creditors
---------------------------------------------------------------
Siena Holdings, formerly Lomas Financial Corp., having filed for
chapter 11 bankruptcy protection on October 10, 1995 has announced
the payment of approximately $23 million to it's Class 3 unsecured
creditors.  Additionally the company experienced a slight profit
during the first quarter 1999 as compared to a loss during the
similar period last year. Under it's repayment program Siena
initially paid 12.5 million to its unsecured creditors.  Again on
May 11, 1998 a payment of 6.2 million was disbursed to the
distribution agent for the satisfaction of unsecured
creditors. On April 21st of this year the company again made a
payment in the amount of 4.3 million.


SOUTHERN PACIFIC FUNDING: Applies For Approval of Special Counsel
-----------------------------------------------------------------
The debtor, Southern Pacific Funding Corporation is in the process
of selling all of its stock of its wholly owned subsidiary Southern
Pacific Mortgage Limited.  The debtor desires to engage Clifford
Chance, with law offices in the UK to act as special counsel for the
limited purposes of negotiating, drafting, and reviewing all of the
documents required by the sale of Southern Pacific Mortgage Limited;
reviewing the authority of any buyer to enter into the sale
agreement; and such other matters required to complete the
transactions required by the sale of the stock of Southern Pacific
Mortgage Limited.


STAR NEWCO: Taps Jacobowitz and Gubits, LLP
-------------------------------------------
The debtor, Star Newco, Inc. seeks authority to retain and employ
Jacobowitz and Gubits, LLP as its special counsel in order to
properly fulfill its fiduciary obligation to maximize values for the
benefit of creditors in general and to review the tax assessment of
the debtor's property for the year 1999-2000 in particular.

The professional legal services which J&G is expected to render to
the debtor include a statement complaining of the assessment of the
debtor's property for the current tax year; verifying, filing and
prosecuting a petition pursuant to the Real Property Tax Law for the
review and reduction of the debtor's tax assessment for the current
tax year; and continuing the prosecution of the petitions previously
filed for the review of prior tax assessments.

The firm will receive a contingent fee equal to 40% of the amount by
which the taxes are reduced plus out-of-pocket expenses.  The debtor
currently owes the firm no more than $600 in out-of-pocket expenses.

The debtor understands that J&G will seek compensation from the
debtor's estate pursuant to the terms and condition of an engagement
letter.


TALK AMERICA: Files Bankruptcy Petition
---------------------------------------
Talk America Inc. filed for Chapter 11 bankruptcy on Thursday,
marking a dramatic reversal of fortune for the direct-marketing firm
that was once one of the state's fastest-growing companies.

The filing is in stark contrast to Talk America's situation just a
few years ago. In 1996, the company had 750 employees, more than
double the current work force. Portland officials gave it an award
for helping pioneer the economic revival of Congress Street.

By filing for Chapter 11, Talk America hopes to get the chance to
reorganize its debts and work with creditors on a plan to repay
them. The company lists assets of $9 million and debts of $11.2
million. In the meantime, the company will continue doing business
as usual and does not intend to lay off any of its 315 employees.

Talk America primarily sells a variety of diet and herbal
supplements that it manufactures. It markets them through
infomercials on TV and other forms of advertising. The company was
founded by Robert Graham in 1991 in a one-room office on Exchange
Street with four phones and a word processor. Graham, who is still
the owner, turned Talk America into a rapidly growing  
company. But with the growth, the company also had troubles. In
1997, officials in eight states accused Talk America of producing
and airing programs that made misleading health-product claims,
ranging from growing hair to preventing cancer.

The company did not admit to wrongdoing, but did pay $150,000 to the
states and agreed to stop making the claims. The charges also forced
Talk America to fight an image of an aggressive sales marketer
enticing gullible people to buy products of questionable value.
The company is experiencing cash-flow problems and needs to
reorganize its finances.

The filing, though, was triggered by a dispute that Talk America was
having with one of its vendors, a Colorado company called Creative
Paradox, he said. Creative Paradox licenses Talk America to
manufacture and market a protein product called Protein Power.
The companies are in a dispute over money, and Creative Paradox has
sent a notice of default asking Talk America to pay. Keach said Talk
America then filed for bankruptcy this week to prevent Creative from
terminating the licensing agreement.

If the contract were severed, Talk America could no longer sell
Protein Power, which is one of its best-selling items.

Creative Paradox is listed in the bankruptcy petition as one of the
20 largest unsecured creditors. It claims Talk America owes it
$307,000. The largest unpaid debts range from $42,000 to $412,000.
Keach said many of the creditors are media companies and printers.
He said there are about 2,000 creditors in all, including about
1,000 customers who bought Talk America products and sent back for a
refund. Talk America offers a money-back guarantee.  Business
leaders said Talk America's troubles are not entirely surprising,
given its rapid growth in a highly competitive industry.
(Portland Press Herald 05/14/99)


THORN APPLE VALLEY: Final Order Authorizing Secured Credit
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan,
Southern Division, entered an order authorizing the debtor to borrow
money and seek other financial accommodations from the Lender,
Harris Trust and Savings Bank, for itself as a lender and as co-
agent for the lender, and the other lenders identified in the
existing loan agreement.

The DIP facility will consist of a revolving credit facility of up
to $43,413,275 which amount shall include all pre-petition
indebtedness other than the prepetition term loan plus the new funds
amount, not to exceed $4 million.


UNITED COMPANIES: Seeks Rejection of Certain Leases
---------------------------------------------------
The debtors, United Companies Financial Corporation, et al. seek
entry of an order authorizing the rejection of approximately 30
operating leases and a sublease.  The debtors are not conducting any
business in these locations, and the debtors have determined that
the continuing costs associated with retaining and attempting to
market the leases are significantly greater than any potential value
that might be realized by any future sale.  The debtors have
determined that the leases have little potential value and the
financial exposure should be limited as soon as practicable.


UNITEL VIDEO INC: Agrees to Asset Sale
--------------------------------------
On May 11, 1999, Unitel Video Inc. issued a press release reporting,
among other things, that the Company had reached an agreement in
principle to sell the Company's mobile television production assets
to National Mobile Television, that the Company and NMT will proceed
to negotiate a definitive purchase and sale agreement and,
contingent on the successful conclusion of those negotiations and
the satisfaction of all conditions, the parties expect the
transaction to close in June 1999.  Seattle-based NMT is the
nation's leading provider of mobile television production studios
used primarily for live broadcasts of sporting events.
The company televises over 7,000 events a year for the NBA, NFL,
NHL, PGA, MajorUnitel is a leading provider of studio and mobile
production facilities, and post-production and special effects
services to virtually every major entertainment company in the
United States.  Unitel's New York City Studios are home to KingWorld
Production's "Inside Edition", Paramount Picture's the "Montel
Williams Show", and Eyemark Entertainment's the "Dr. Joy Brown
Show". Unitel Mobile Video, based in Pittsburgh and Burbank, is the
pre-eminent supplier of mobile facilities to the entertainment
industry, major league baseball and the NCAA.


WIRELESS ONE: Announces First Quarter Results
---------------------------------------------
Wireless One, Inc. (OTC Bulletin Board:WIRL) announced its financial
results for its first quarter ended March 31, 1999.

First quarter revenue totaled $9.3 million, compared to $10.6
million for the same period in 1998.  Earnings before interest,
taxes, depreciation and amortization ("EBITDA") were negative $1.8
million, compared to negative $1.6 million for the same period in
1998.  The Company reported a net loss in the first quarter of $20.0
million, or a loss of $1.18 per basic and diluted common
share, compared to a net loss of $19.3 million, or a loss of $1.14
per basic and diluted common share one year ago.

The Company said that its first-quarter results represented a
significant improvement in EBITDA compared to the previous quarter,
ended December 31, 1998.  The Company estimates that operational
changes made during the first quarter of 1999 have accounted for
approximately $1.2 million of first quarter  
EBIDTA improvement. The Company expects such EBITDA improvement will
continue to be reflected in future periods.

The Company said the improvement is the result of several recent
operational changes designed to improve cash flow and liquidity that
included the consolidation of the Company's 38 local market offices
into 28 and a reduction in its workforce of approximately 20
percent.

"We are encouraged by the progress during our first quarter," said
Henry Burkhalter, president and chief executive officer of Wireless
One. "In addition to better control of operating expenses, we
benefited from a first quarter rate increase and growth in
DIRECTV(R) subscribers. These developments highlight the ongoing
migration to our new business plan, which focuses on multiple
dwelling  units, our marketing alliance with DIRECTV and our entry
into the two-way  broadband wireless Internet access market
providing high-speed Internet and  data service.  Any improvements
realized to date notwithstanding, much work remains to accomplish
our operating goals. We are determined to take all necessary steps
to continually enhance performance and become a stronger, more  
viable Company."

The Company, with the assistance of an outside engineering firm,
has updated its heretofore reported 1995 signal coverage estimates.
The updated estimates take into account increases since 1995 in the
number of housing units within the Company's market areas. The
updated estimates also reflect recently completed engineering
analyses which have enabled the Company to establish 30  additional
undeveloped markets in areas where the Company has acquired  
exclusive rights to Multi-point Multi-channel Distribution System
("MMDS") and Wireless Communications Service ("WCS") spectrum since
1995.  As a result, the Company estimates that its MMDS and WCS
signals cover 11,203,000 gross housing units in 111 market areas
(including 50 percent of the gross housing units  covered by a 50
percent owned joint venture).  The Company also estimates that  
9,349,000 of such gross housing units are actually capable of
receiving MMDS  and WCS signals, commonly known as line-of-sight
("LOS") housing units. The Company previously estimated that its
MMDS spectrum and WCS signals covered  9,119,000 gross housing units
and 7,009,000 LOS housing units in 81 market  areas.  More
information regarding the Company's estimated signal coverage will  
be contained in the Company's Quarterly Report to the Securities
and Exchange  Commission for the fiscal quarter ended March 31,
1999.

Wireless One, Inc.'s exclusive licenses in the MMDS and WCS
spectrum enable the Company to provide digital broadband (i.e.,
high-capacity) wireless access (commonly known as "BWA") services
(such as high-speed Internet connection, data transmission and
telephone). In addition, the Company provides analog wireless
multichannel subscription television programming (commonly known as
"wireless cable") services primarily in small to mid-size
markets in  the southern and southeastern United States. The Company
also has a marketing alliance with DIRECTV, Inc. that enables it to
provide expanded television  programming via Direct Broadcast
Satellite signal to single family homes and  multiple dwelling
properties.

As previously announced, on February 11, 1999, Wireless One filed
a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code in
the United  States Bankruptcy Court for the District of Delaware.
Since commencement of the  bankruptcy case, Wireless One has
continued to operate its business as a debtor  in possession with
the protection and supervision of the Bankruptcy Court. On  March
15, 1999, the Company filed a proposed plan of reorganization under
the  Bankruptcy Code and a proposed disclosure statement that
reflects the terms of  an agreement with members of an unofficial
committee of noteholders and certain  other noteholders. As
described in the Quarterly Report on Form 10-Q for the  quarter
ended March 31, 1999, being filed by the Company, the Company is  
reviewing the appropriateness of the provisions of the proposed plan
of  reorganization in light of recent developments in the Company's
industry.


Meetings, Conferences and Seminars
----------------------------------
May 28-31, 1999
   COMMERCIAL LAW LEAGUE OF AMERICA
      51st Annual New England District Meeting
         Equinox Resort, Manchester Village, Vermont
            Contact: 1-413-734-6411   

June 3-6, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800

June 7-8, 1999
   TURNAROUND MANAGEMENT ASSOCIATION
      Advanced Education Workshop
         Le Meridien, Dallas, TX
            Contact: 1-312-822-9700 or ljfialkoff@turnaround.org

June 17-19, 1999
   AMERICAN LAW INSTITUTE - AMERICAN BAR ASSOCIATION
   COMMITTEE ON CONTINUING PROFESSIONAL EDUCATION
      Fundamentals of Bankruptcy Law Conference
         Crowne Plaza Hotel, Seattle, Washington
            Contact: 1-800-CLE-NEWS

July 1-4, 1999
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Western Mountains Bankruptcy Law Institute
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact: 1-770-535-7722
         
July 10-15, 1999
   COMMERCIAL LAW LEAGUE OF AMERICA
      105th Annual Convention
         Chateau Mont Tremblant, Mont Tremblant, Quebec
            Contact: 1-312-781-2000 or clla@clla.org

July 15-18, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Northeast Bankruptcy Conference
         Mount Washington Hotel & Resort
         Bretton Woods, New Hampshire
            Contact: 1-703-739-0800

August 4-7, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Southeast Bankruptcy Workshop
         The Ritz-Carlton, Amelia Island, Florida
            Contact: 1-703-739-0800

August 26-28, 1999
   AMERICAN LAW INSTITUTE - AMERICAN BAR ASSOCIATION
   COMMITTEE ON CONTINUING PROFESSIONAL EDUCATION
      Real Estate Defaults, Workouts and Reorganizations
         San Francisco, California
            Contact: 1-800-CLE-NEWS

August 29-September 1, 1999
   NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
      1999 Convention
         Grove Park Inn, Asheville, North Carolina
            Contact: 1-803-252-5646 or info@nabt.com

September 16-18, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Southwest Bankruptcy Conference
         The Hotel Loretto, Santa Fe, New Mexico
            Contact: 1-703-739-0800

September 27-28, 1999
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      Conference on Corporate Reorganizations
         Regal Knickerbocker Hotel, Chicago, Illinois
            Contact: 1-903-592-5169 or ram@ballistic.com   

October 6-9, 1999
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      73rd Annual Meeting
         San Francisco Marriott, San Francisco, California
            Contact: 1-803-957-6225

October 22-26, 1999
   TURNAROUND MANAGEMENT ASSOCIATION
      1999 Annual Conference
         The Fairmont--Atop Nob Hill, San Francisco, CA
            Contact: 1-312-822-9700 or ljfialkoff@turnaround.org

November 29-30, 1999
   RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC.
      Distressed Investing '99
         The Plaza Hotel, New York, New York
            Contact: 1-903-592-5169 or ram@ballistic.com   

December 2-4, 1999
   AMERICAN BANRKUTPCY INSTITUTE
      Winter Leadership Conference
         La Quinta Resort & Club, La Quinta, California
            Contact: 1-703-739-0800


                      *********


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