TCR_Public/990809.MBX    T R O U B L E D   C O M P A N Y   R E P O R T E R
     
        Monday, August 8, 1999, Vol. 3, No. 152                                              
                           
                    Headlines

ADVANCED GAMING TECHNOLOGY: 1 Share For 66 On Effective Date
ADVANCED GAMING TECHNOLOGY: Funds Available When Plan Effective
AMGAM ASSOC: Confirmation of Plan
AMNEX INC: Quarter Ended 3/31/99 Losses Double That Of Year Ago
BENTON OIL: Chairman, President and CEO Files Personal Bankruptcy

BOSTON CHICKEN: Request for Sale Revision Denied   
CHALK AIRLINES: Miami Businessman Purchases Airlines
COMMERCIAL FINANCIAL: Court Authorizes Retention of Auctioneers
COMMERCIAL FINANCIAL: Seeks Court Nod To Appoint Caruso Director
CONXUS COMMUNICATIONS: Order Extends Time To Assume/Reject Leases

DAEWOO: GM May Be New Manager of Daewoo Car Unit  
FASTCOMM COMMUNICATIONS: Out Of Bankruptcy - Losses Exceed Income
FAVORITE BRANDS: Bar Date To File Proofs of Claim
IMAGYN MEDICAL: Taps Corbin & Wertz as Special Tax Accountants
KIWI INTERNATIONAL: Court OK's Trustee's Use of Cash Collateral

LACLEDE STEEL: Hopes For $50 Million Loan
LANXIDE CORP: Order Authorizing and Approving Sale
MEDPARTNERS: Claims Deadline
MEDPARTNERS: Meeting of Creditors
MICHAELS STORES: 2nd Quarter Loss Reflects MJDesigns Settlement

NEUROMEDICAL SYSTEMS: June Shows Losses Greater Than Revenue
NORTH AMERICAN VACCINE: 41.6% In Canadian Hands
NU-KOTE: Emergency Hearing on Lender's Adequate Protection
PARAGON: PTO Will Re-Examine K-C Diaper Patent Infringement
PINNACLE BRANDS: Order Extends Exclusivity

PITTSBURGH PENGUINS: Lemieux Granted Second Extension
PLUMA: Seeks Authority To Execute Financing Proposal Letter
QUALITECH STEEL: Order Extends Maturity Date For DIP Financing
RENAISSANCE COSMETICS: Seeks Extension To Assume/Reject Leases
SOUTHERN PACIFIC FUNDING: Members of Trust Committee

TELEPAD CORP: Objects to Exclusivity Extension/Requests Trustee
THE SCORE BOARD: Seeks Approval of Stipulation and Settlement
TRANSTEXAS GAS: Appointment of Mineral Property Holders Committee
TWA: Registers Preferred Stock For Selling Shareholders
USTEL INC: Seeks To Reject Contracts and Leases

VENCOR: Agrees to Rental Schedule and Amendment of Agreements
WELLCARE MANAGEMENT GROUP: Figures Show Losses For Quarter
WORLDCORP: Sun Entities' Objection To Sale

                   **********

ADVANCED GAMING TECHNOLOGY: 1 Share For 66 On Effective Date
-----------------------------------------------------------------
With Advanced Gaming Technology's plan of reorganization
confirmed and the effective date expected early this month
obligations to secured creditors have been re-negotiated.  The
new amount of secured debt on the effective date is $2,634,000.
All remaining liabilities of the company have been
fully satisfied through issuance of new common stock.  Other
secured creditors received 3 shares of new common stock for each
$1 of allowed secured claim.  Unsecured creditors received 1.88
shares of new common stock for each $1 of allowed claim.  The
company will issue 25 million shares of new common stock in
conjunction with the plan.  The existing common stock will be
cancelled.

Existing shareholders of the company on the effective date
will receive one share of new common stock for each 66 shares
of common stock currently owned.  Approximately 18 million
shares will be issued to creditors, existing shareholders and
new investors.  A reserve of approximately 7 million shares
will be maintained for additional allowed claims.


ADVANCED GAMING TECHNOLOGY: Funds Available When Plan Effective
---------------------------------------------------------------
The loss for Advanced Gaming Technology Inc. for the three months
ended March 31, 1999 was $110,888 compared to a loss of $94,290
for the same period in 1998.  Revenue was $87,501 in the first
quarter of 1999 compared to $184,790 in 1998. Most of the
company's revenue in 1999 was royalty revenue from the Max Plus
licensing agreement, however, most of that revenue had not been
collected by the company at March 31, 1999 due to a dispute with
the licensee.

The licensing matter, in which the parties were disputing
payments received under the agreement, was resolved in July of
1999.  The company had filed suit against the licensee and its
successor in June of 1999.  As a result the company received a
one-time payment of $850,000 in full settlement of the licensing
agreement and regains the right to market the Max Plus and
TurboMax systems.

Advanced Gaming Technology, in Chapter 11 bankruptcy since last
year, had confirmation from the Bankruptcy Court of its
reorganization plan in June 29, 1999.  It expects the plan to
become effective early this month of August.  In conjunction with
the plan and settlement of outstanding litigation the company
will receive approximately $1 million of new funding.  Advanced
Gaming indicates it believes this funding will be adequate for  
near-term  operating  needs.  In the future additional
financing  may be  necessary  to support  expansion  of existing  
products or to pursue new projects.  There is no certainty that
such funds will be available to the company when needed.  This
could inhibit future growth of the company or could cause the
company to delay future projects until financing is available.


AMGAM ASSOC: Confirmation of Plan
---------------------------------
The US Bankruptcy Court for the Southern District of Mississippi,
Biloxi Division entered an order approving the sale agreement and
confirming the joint plan. The objection of IGT TO the proof of
claim filed by AGEL and the motion of IGT to dismiss the claim
objection as to claims of AGEL and Ship Mortgage are dismissed as
moot.


AMNEX INC: Quarter Ended 3/31/99 Losses Double That Of Year Ago
--------------------------------------------------------------
Operating as a debtor-in-possession since filing for Chapter 11
bankruptcy protection on May 5,1999 Amnex has submitted its
delayed financial figures which show a net loss of $6,342 on
revenues of $11,954 for the quarter ended March 31, 1999.  This
compares with a net loss of $3,112 on revenues of $22,180 for the
same quarter in 1998.

The company has mutually agreed with the Creditors' Committee,
formed in conjunction with the company's reorganization
procedings under Chapter 11, that Crescent and its 80% owned
subsidiary, Sun Tel North America, Inc., are to be sold in order
to best meet the obligations of Crescent and Amnex.  The proceeds
of the proposed sale will be used first to satisfy Crescent's
secured debt with Jackson National Life Insurance Company. To the
extent that the proceeds exceed the amounts owing to JNL, the
remainder will be available to meet some portion of the other
obligations of Crescent and Amnex.

As part of its reorganization to continue operations, the company
attempted to negotiate a modification to its pre-petition service
agreement with MCIWorldcom, which was the company's most
important supplier of network services. However, the company and
MCIWorldcom were not able to reach an agreement, and on May 27,
1999, MCIWorldcom terminated its service to the company, leaving
the company with no effective means to continue its
operations. Amnex therefore decided to pursue an orderly wind
down under Chapter 11 for its Anei subsidiary, as well as for its
other operations, Capital Network Systems, Inc. and American
Hotel Exchange, Inc. which are not operating under Chapter 11.


BENTON OIL: Chairman, President and CEO Files Personal Bankruptcy
-----------------------------------------------------------------
Benton Oil and Gas Company (NYSE:BNO) today announced that A.E.
Benton, its Chairman, President and Chief Executive Officer, has
voluntarily filed for personal bankruptcy under the provisions of
Chapter 11 (reorganization) of the U.S. Bankruptcy Code.

The action was taken as a result of the decline in the price of
the Company's stock and its effect on Mr. Benton's personal
financial situation. The Company believes that the filing is not
a reflection of any change in the Company's operational and
financial condition. Mr. Benton continues in his positions as
Chairman, President and Chief Executive Officer of the Company.

However, from an accounting perspective, the bankruptcy filing
has added further uncertainty to the collectibility of a loan
from the Company to Mr. Benton, which at June 30, 1999 had a
balance of $ 5.7 million. The loan has been evidenced by a
secured promissory note from Mr. Benton. Mr. Benton had
previously provided the Company with a security interest in his
shares of stock of the Company and certain other assets. At
December 31, 1998, the balance then owed to the Company by Mr.
Benton exceeded the value of the collateral, primarily due to the
decline in the price of the Company's stock, and the
Company recorded an allowance for doubtful accounts of $ 2.9
million. The Company now expects to report a further allowance of
$ 2.8 million as of June 30, 1999 as a result of the bankruptcy
filing and the uncertainties regarding the collectibility of the
loan from Mr. Benton. Measuring the amount of such an
allowance always requires judgments and estimates, and the amount
eventually realized will depend on the results of the bankruptcy
proceedings.

Notwithstanding the above, the Company intends to exercise its
rights and remedies as a creditor in Mr. Benton's personal
bankruptcy case and to take all measures available to it in order
to obtain the repayment of its loan to Mr. Benton. The Company
anticipates that no additional information regarding the
collectibility of the loan will be available until it obtains
more information from Mr. Benton regarding his prospective plan
of reorganization.

Benton Oil and Gas Company, headquartered in Carpinteria,
California, is an independent oil and gas exploration and
development company with operations worldwide.


BOSTON CHICKEN: Request for Sale Revision Denied   
------------------------------------------------
A bankruptcy court judge in Phoenix yesterday denied Golden,
Colo.-based Boston Chicken Inc. its request to amend the rules of
its sale, The Wall Street Journal reported. Its debtor-in-
possession lenders are required to approve any sale of the
bankrupt restaurant chain, and the restaurant asked the court for
the restriction to be lifted. Two months ago, two of Boston
Chicken's lender, General Electric Co. and Bank of America Corp.
persuaded the court to impose the restriction, but Boston Chicken
sought to revise the requirement after it received a bid by a
group of Dallas investors, Boston Market Acquisition Co., which
offered to pay $105 million and take on up to $35 million of its
debt. Boston Chicken has until next Friday to present a bid that
meets the creditors' requirements. (ABI 06-Aug-99)


CHALK AIRLINES: Miami Businessman Purchases Airlines
----------------------------------------------------
Former pilot and Miami businessman James Calfone purchased Ft.
Lauderdale, Fla.'s Chalk's International Airlines for $925,000 on
Wednesday, thereby implementing the airline's filed
reorganization plan. The airline, which was owned by a Fort
Worth, Texas company, was forced into chapter 11 by six of its
creditors in January, and the airline's reorganization plan was
confirmed by Bankruptcy Judge Robert C. McGuire (N.D. Texas) in
July. Among those who closed the sale were attorney John D. Penn
of Haynes and Boone LLP, Fort Worth, who represented chapter 11
trustee and plan proponent Michael A. McConnell, and Dennis
Faulkner of Lain Faulkner & Co. P.C., who was McConnell's
accountant and financial advisor. Confalone plans to retain the
airline's 35 employees and expand operations.


COMMERCIAL FINANCIAL: Court Authorizes Retention of Auctioneers
---------------------------------------------------------------
The debtors, Commercial Financial Services, Inc. and CF/SPC NGU,
Inc. are granted authority to retain Dove Brothers, LLC and
Phillip Pollack & co., Inc. as the estate's auctioneers pursuant
to the terms of an amended auction agreement.  The auctioneers
shall post security in the amount of $2 million.


COMMERCIAL FINANCIAL: Seeks Court Nod To Appoint Caruso Director
----------------------------------------------------------------
The debtors, Commercial Financial Services, Inc. and CF/SPC NGU,
Inc. seek entry of an order authorizing the appointment of Fred
C. Caruso as CFS's sole director.

Caruso is already president of CFS, and Peter Wachtell has
submitted his resignation as sole director of the debtor.  In the
company's business judgment, Caruso is the most appropriate
indicidual to be appointed as CFS's sole director.  He has been
in charge of CFS's operations since the petition date, and has
vast knowledge of the debtor's affairs.


CONXUS COMMUNICATIONS: Order Extends Time To Assume/Reject Leases
-----------------------------------------------------------------
By order of the US Bankruptcy Court for the District of Delaware,
the debtors, Conxus Communications, Inc. and its affiliates are
granted an extension of time to assume or reject unexpired leases
of nonresidential real property, to and including October 15,
1999.


DAEWOO: GM May Be New Manager of Daewoo Car Unit  
------------------------------------------------
Daewoo Motor, a Seoul, South Korea-based electronics company,
announced today that it is willing to give its managerial rights
of its car-making unit to General Motors, according to Reuters.
Daewoo Motor President Kim Tae-gou and GM Korea President Alan G.
Perriton will be having "serious talks" today regarding this
matter and the matters of strategic alliance, financing and
sales. The talks may include the handing over of Daewoo's
management right to GM. "We agreed [to] serious strategic talks
which will benefit both," Kim said. (ABI 06-Aug-99)


FASTCOMM COMMUNICATIONS: Out Of Bankruptcy - Losses Exceed Income
-----------------------------------------------------------------
FastComm Communications Corporation designs, develops,
and manufactures network routing and switching equipment,
controllers and processors for Internet and frame relay
networks, mainframe communications controllers for IBM
mainframe environments, multi-protocol access controllers for
Unisys users and an advanced voice/fax/video/data convergence
routers for enterprise and carrier users.

On March 30, 1999, the company's plan of reorganization was
approved by the Bankruptcy Court and the company emerged
from Chapter 11. The plan of reorganization became effective
on April 12, 1999. The plan provides for cash and debenture
payments equal to 100% of each allowed claim. The positions
of all common shareholders are preserved.

Under the plan, Class 1 creditors representing existing
holders of convertible debentures, are required to convert
their debt to equity on or before October 12, 1999. Claims of
unsecured creditors, below $1,000, were repaid in cash on or
before April 30, 1999. Claims of unsecured creditors greater
than $1,000 were satisfied by two cash payments totaling 25%
of the allowed claim. The company issued debentures to these
unsecured creditors for the remaining 75% of their allowed
claims. The claim of Gary Davison related to the judgement
of $1,195,560 obtained against the company was reduced to
$900,000 and allowed as an unsecured nonpriority claim. The
company then dismissed its appeal of the state court verdict
underlying the Davison claim and Davison withdrew a second
claim of $2,350,000 related to a pending trial on another
matter associated with his dismissal from the company.

Prior to confirmation of the plan, the company's President
assumed the allowed claim, the effect of which is the amount
due Davison will now be paid to him.

In releasing annual income figures for the fiscal year ended
April 30, 1999 the company shows net losses of $5,550 on
revenues of $4,653. In fiscal 1998 net losses were $9,089 on
revenues of $8,907.


FAVORITE BRANDS: Bar Date To File Proofs of Claim
-------------------------------------------------
The US Bankruptcy Court for the District of Delaware entered an
order establishing September 30, 1999 as the last date to file
proofs of claim for the purpose of asserting claims against
Favorite Brands International Holding Corp. and its debtor
affiliates.


IMAGYN MEDICAL: Taps Corbin & Wertz as Special Tax Accountants
--------------------------------------------------------------
The debtors, Imagyn Medical Technologies, inc., et al. seek court
authority to employ Corbin & Wertz as special tax accountants.  
The firm will advise and assist the debtors regarding various
reorganization tax issues, including calculating net operating
loss carryforwards and the tax consequences of any proposed plans
of reorganization; preparing any IRS ruling requests regarding
future tax consequences of alternative reorganization structures;
preparing any corporate tax return filings and providing any and
all other reorganization-related tax assistance related to this
restructuring process as requested by the debtors or counsel.  
The firm charges an hourly rate ranging from $225-$300 for
partners and principals $200-$225 for senior managers, $140-$200
for managers and $80-$120 for senior consultants and staff.


KIWI INTERNATIONAL: Court OK's Trustee's Use of Cash Collateral
---------------------------------------------------------------
The Trustee is authorized for the periods and in accordance with
the cash collateral budget to use cash collateral for the time
period from July 9, 1999 through August 15, 1999.  Anticipated
cash available including escrow funds for the period August 9-15
is $216,931.


LACLEDE STEEL: Hopes For $50 Million Loan
-----------------------------------------
According to a report in the St. Louis Post-Dispatch on                 
August 6, 1999, Officials of Laclede Steel of St. Louis are
hoping a bill passed by the U.S. House on Thursday to provide
loan guarantees to steel producers will help them upgrade
production facilities in Alton.

The measure, if signed by President Bill Clinton as expected,
would allow the federal government to guarantee loans totaling
$1 billion to help domestic steel producers modernize their
plants.

The loan guarantees are part of a $ 1.5 billion package of loan
guarantees for steel, oil and natural gas companies that have
been hurt by low prices.

Michael Lane, executive vice president of Laclede Steel, said the
company would seek $ 40 million to $ 50 million in federally
backed loans to upgrade its 14-inch bar mill and its electric
melt shop.

On Nov. 30, Laclede filed for bankruptcy protection under Chapter
11. The company employs 1,200 people, Lane said, including 750 at
its facilities in Alton.

"This legislation could be part of our plan" to get out of
bankruptcy, Lane said.  When Congress was drafting its package of
loan guarantees, Lane said, it cited Laclede as one of three
small producers that were hard hit by low-priced foreign imports.

President Clinton and chief executives from 10 of the nation's
top steel companies, among them Bethlehem Steel Corp. and LTV
Corp., agreed Thursday on a broad outline of measures aimed at
helping the industry recover from last year's surge in steel
imports. In the plan, the Clinton administration said it would
ask Congress to study worldwide subsidies of steel; will commit
to opposing loans from international financial organizations,
including the World Bank, that would effectively increase global
steel subsidies; and will call for an international and domestic
conference on excess capacity.

The steel industry is still reeling from a 33 percent surge in
imports last year, when ailing economies such as South Korea and
Russia increased exports to the United States. While imports have
since declined, prices haven't rebounded. Other steel-producing
countries and some steel-using industries in the United
States may protest the administration's new policies.

"No attention was given at all to the impact of these cases on
the steel users in the United States," said Russell Smith, an
attorney who represents Japanese and Brazilian steelmakers.
"That's pretty one-sided and unbalanced."

One thing the new plan doesn't give steel producers is global
sanctions.  Clinton aides close to the discussion voiced concerns
that a broad, so-called section 201 probe under U.S. trade laws,
which could lead to sanctions against steel imports from any
country, could run afoul of World Trade Organization rules.

The steel loans of up to $ 250 million to each company would need
to be repaid by the end of 2005. Separately, the measure would
provide small oil and gas producers as much as $10 million each
in loan guarantees. Local steel producers said a tax break for
the industry that fell by the wayside Wednesday would have little
impact locally. Clarence Ehlers, spokesman for National Steel
Corp., the partner company of Granite City Steel, said the $ 187
million tax break was targeted to one West Virginia plant, and
that few other companies would meet its narrowly drawn
criteria.


LANXIDE CORP: Order Authorizing and Approving Sale
--------------------------------------------------
The US Bankruptcy Court for the District of Delaware entered an
order finding that the offer of METEK
Metallverarbeitungsgesellschaft mbH, pursuant to a certain Asset
Purchase Agreement constitutes the highest and best offer for the
debtor's assets.  The purchase price is $2 million.


MEDPARTNERS: Claims Deadline
----------------------------
Pursuant to court order, the US Bankruptcy Court for the Central
District of California has set a deadline of August 20, 1999 for
creditors of Medpartners Provider Network, Inc. to file claims
against the debtor's estate.


MEDPARTNERS: Meeting of Creditors
---------------------------------
A meeting of creditors is set for August 27, 199 at 9:45 AM in
the Office of the US Trustee, 221 North Figueroa, Rooms 103 and
104, Los Angeles, CA 90012.  A petition for reorganization under
Chapter 11 was filed on March 11, 1999.


MICHAELS STORES: 2nd Quarter Loss Reflects MJDesigns Settlement
---------------------------------------------------------------   
According to a newswire report, Michaels Stores, Inc. (Nasdaq:
MIKE) reported that same-store sales for the second quarter of
1999 increased 4%.  Total sales for the quarter increased 14% to
$359.1 million from $313.8 million for the same period last year.

July sales increased 15% to $115.8 million from $100.8 million
for the same period last year.  Year-to-date sales of $747.7
million for fiscal 1999 increased 15% from $650.0 million for the
same period last year. Same-store sales were up 4% for the month
and year-to-date.

Michael Rouleau, Chief Executive Officer said, "We are pleased
with our performance through the first half of 1999.  We are in
the process of executing our peak season merchandising strategy
and we believe we have the potential for strong sales and profits
gains especially in the important fourth quarter."

The Company further announced that it has reached an agreement to
settle certain litigation brought against it by MJDesigns, Inc.,
currently in Chapter 11 proceedings.  The settlement is still
subject to the final approval of the bankruptcy court.  Michael
Rouleau, Chief Executive Officer, said, "While we continue to
believe that this case is without merit, we decided to go
forward with the settlement to avoid the expense and
inconvenience of litigation." While the terms of the settlement
were not disclosed, the Company will take a three cent charge to
its second quarter diluted earnings per share associated with the
settlement.

The Company plans to release its second quarter earnings results
on August 25th and will discuss these results during a conference
call at 4:00 p.m. CDT. To participate, dial 1-800-399-0029.

The Irving, Texas-based crafts store said it will most likely
post a second-quarter fiscal net loss resulting from a $1.3
million pretax charge to settle a lawsuit filed by rival company
MJDesigns, which has been operating under chapter 11, according
to The Wall Street Journal. Michaels, which settled the lawsuit
to steer away from a lengthy litigation, said the loss will be
approximately three cents per share. (ABI 06-Aug-99)


NEUROMEDICAL SYSTEMS: June Shows Losses Greater Than Revenue
------------------------------------------------------------
Neuromedical Systems Inc. has filed with the Securities &
Exchange Commission, as with the Bankruptcy Court, its June 1999
operating statement.  Net losses of $175,469 outweighed net
revenues of $101,684.


NORTH AMERICAN VACCINE: 41.6% In Canadian Hands
-----------------------------------------------
BIOCHEM PHARMA INC. reports beneficial ownership, with sole
voting and dispositive power on 15,040,704 shares of common
stock of North American Vaccine Inc, representing 41.6%
of the outstanding shares of common stock of the company.

BioChem is a publicly-owned Canadian pharmaceutical company
incorporated under the laws of Canada and has specialized
since 1986 in the research, development, manufacture and sale
of products for the diagnosis, treatment and prevention of
human diseases.

On July 1, 1999, BioChem executed an agreement, whereby BioChem
agreed to provide an unsecured guaranty for a line of credit
that North American Vaccine was seeking to secure from Royal
Bank of Canada. In consideration of BioChem's agreement to
provide the guaranty, the company has agreed to grant BioChem
warrants to purchase up to 750,000 shares of North American's
common stock at an exercise price of $5.14 per share, subject
to adjustment. The company will issue the warrants to BioChem
as follows: for each U.S. $1 million (or fraction thereof)
of principal amount drawn by the company under the line of
credit, the company will issue to BioChem a warrant to purchase
125,000 shares of the company's common stock. Each warrant
will be exercisable immediately upon issuance by the company.

So far the company has issued 250,000 warrants to BioChem.
BioChem expects to use its working capital to fund the
purchase of any warrant shares upon grant and exercise of those
warrants.  BioChem says it intends to maintain its interests
in the securities of North American Vaccine as an investment.

BioChem owns 11,179,114 shares of the company's common stock,
1,000,000 shares of the company's Class A preferred stock
which are convertible into 2,000,000 shares of the company's
common stock, options to purchase 57,812 shares of the
company's common stock, $9,000,000 principal amount of the
company's 4.5% convertible secured notes due 2003 which are
convertible into the company's common stock. Assuming grant
and exercise of all the warrants BioChem would beneficially
own an aggregate amount of 15,040,704 of the company's common
stock representing 41.6% of the company's common stock.
The notes are currently convertible into 1,053,778 shares of
the company's common stock and 750,000 of the warrant shares.

BioChem disclaims beneficial ownership of 500,000 of the
warrant shares until the relevant warrants are granted and
become exercisable.


NU-KOTE: Emergency Hearing on Lender's Adequate Protection
----------------------------------------------------------
The court will conduct a hearing on the Lender's Emergency Motion
for Adequate Protection on August 10, 1999.


PARAGON: PTO Will Re-Examine K-C Diaper Patent Infringement
-----------------------------------------------------------
The U.S. Patent & Trademark Office yesterday ordered a re-
examination of Kimberly-Clark Corp.'s "Enloe III" patent covering
a dual cuff diaper design as requested by Paragon Trade
Brands Inc.'s official committee of equity security holders six
days ago. As widely reported, Paragon, the nation's largest maker
of private-label diapers, filed for bankruptcy in response to a
Delaware federal court's judgment of patent infringement handed
down in December 1997. Paragon was ordered to pay in $178 million
in damages to Proctor & Gamble Co. after the court determined
that the company's products infringed on two of P&G's patents
related to elastic gathers, which are used to prevent disposable
diapers from leaking. The Patent & Trademark Office last month
agreed to re-examine P&G's dual cuff diaper patent allegedly
infringed upon by Paragon. The existence of a similar invention,
or "prior art," in Japan created  by "Shikinami" raised questions
about the validity of P&G's Lawson patent, named for inventor
Michael Lawson.  (The Daily Bankruptcy Review and ABI Copyright c
August 6, 1999)


PINNACLE BRANDS: Order Extends Exclusivity
------------------------------------------
By order of the US Bankruptcy Court for the District of Delaware,
the debtors, Pinnacle Brands, Inc. and its debtor affiliates are
granted an extension of the time period within which each of the
debtors shall have the exclusive right to file a plan, to and
including September 1, 1999.  In the event that the debtors file
a plan on or before September 1, 1999, the time period within
which each of the debtors shall have the exclusive right to
solicit acceptances for their plan is extended to and including
November 1, 1999.


PITTSBURGH PENGUINS: Lemieux Granted Second Extension
-----------------------------------------------------
On Thursday, U.S. Bankruptcy Judge Bernard Markovitz granted
Mario Lemieux's group a second extension to complete the sale of
the bankrupt Pittsburgh hockey team, and urged the parties
involved in the purchase to complete the transaction quickly,
according to the Associated Press. "Let's get this deal done,"
Judge Markovitz said to Lemieux's attorney, David Salzman. "It's
time to get it together. I'll be pleased when this case is closed
so we can start working on some other cases." Judge Markovitz had
originally set a deadline of July 16 to finalize the purchase by
Lemieux's group, then extended the deadline by 20 days. The new
target date is August 13, although the current deadline is
essentially open-ended. Salzman said the delays have been the
result of coordinating the purchase of the team among many
investors involving $50 million in cash, and "not...any problems.
Things are proceeding on track." Former team member Lemieux was
approved on June 24 to purchase the team, which filed for
bankruptcy in October. (ABI 06-Aug-99)


PLUMA: Seeks Authority To Execute Financing Proposal Letter
-----------------------------------------------------------
The debtor, Pluma, Inc. seeks court authority to execute a
proposal letter and to pay a deposit to BNY Financial
Corporation.  In order for the debtor to reorganize successfully
it will need to find a new credit source, at least for a
revolving line of credit.  The debtor has actively engaged in
discussions and negotiations with various lenders concerning a
revolving line of credit facility and term loan facility which
would be funded upon consummation of a plan.  The debtor received
a proposal letter from BNYFC and accompanying term sheet. A
$50,000 payment is required as a deposit under the terms.  The
debtor asks that the court approve its execution of the proposal
letter and that it be authorized to remit the deposit.


QUALITECH STEEL: Order Extends Maturity Date For DIP Financing
--------------------------------------------------------------
The debtors, Qualitech Steel Corporation and Qualitech Steel
Holdings, Corp. and the DIP Lenders stipulate and agree to extend
the maturity date for the DIP Financing approved by the court to
August 25, 1999.  By court order dated July 27,1999, the maturity
date is extended to August 25, 1999.


RENAISSANCE COSMETICS: Seeks Extension To Assume/Reject Leases
--------------------------------------------------------------
The debtors, Renaissance Cosmetics, Inc. seek an order extending
the time within which the debtors may assume or reject unexpired
nonresidential real property leases and establishing procedures
for rejection of certain leases.  A hearing will be held on
August 12, 1999.

The debtors are currently party to approximately eight unexpired
leases.  As a result of the pending sale, the debtors anticipate
little or no need for most of the premises that are the subject
of the leases.  Once a closing of the sale occurs, the debtors
anticipate that they will be in a position to reject the majority
of the leases that are not assumed and assigned to the purchaser.  
The debtors request a 120 day extension of time to guard against
the possibility that the sale will not close as scheduled on July
31, 1999.  The debtors request an extension through and including
November 29, 1999.


SOUTHERN PACIFIC FUNDING: Members of Trust Committee
----------------------------------------------------
Pursuant to the second amended plan of reorganization proposed by
Southern Pacific Funding Corporation, the Official Creditors'
Committee designates the following members of the Trust
Committee:

Evergreen East, Ltd.
Forest Fulcrum
HSBC Bank USA
Mariner Investment Group


TELEPAD CORP: Objects to Exclusivity Extension/Requests Trustee
---------------------------------------------------------------
Balmore Funds, SA objects to the debtor's motion for an order
granting an extension of the exclusive periods in which to file a
plan or plans of reorganization and to solicit acceptances
thereof.

Balmore asserts that it has not received any promised financial
information, nor has the Committee received any such information,
and Balmore believes that debtor's management misled secured
creditors and the Committee in certain discussions with respect
to the debtor's insurance expenses.  The debtor's management has
shown little or no interest or ability to put a plan of
reorganization together, yet Balmore states that the secured
creditors and the Committee have begun discussions that could
lead to an agreement concerning a plan.  Particularly in view of
the resignation of the directors and officers, Balmore seeks
termination of exclusivity.

In addition, The Balmore Funds, SA is seeking appointment of a
Trustee.  On July 30, 1999, the debtor's entire board of
directors resigned.  In addition debtor's officers either
resigned or were terminated.  Balmore seeks appointment of a
Chapter 11 trustee, as there is no one to "guide debtor through
the bankruptcy proceedings, and the appointment of the trustee is
necessary if the debtor is to have any chance of reorganization."


THE SCORE BOARD: Seeks Approval of Stipulation and Settlement
-------------------------------------------------------------
The Score Board, Inc., seeks approval of a Stipulation and
Settlement Agreement between the debtor and Sports Collectibles,
Inc.  The Stipulation provides that Sports Collectibles shall pay
$55,000 to the debtor and an amount in cash equal to 85% of the
gross proceeds received upon the re-sale of certain inventory
currently in the possession of Sports Collectibles which has an
invoice cost of approximately $514,000.  Sports Collectibles and
the debtor shall cooperate in an effort to re-sell the inventory.


TRANSTEXAS GAS: Appointment of Mineral Property Holders Committee
-----------------------------------------------------------------
The Trustee appointed an Official Committee of Unsecured
Creditors.  The Unsecured Creditors Committee is comprised of
holders of subordinated debt and trade debt.  There are no
Mineral Property Holders on the Unsecured Creditors Committee.  
Although the vast majority of mineral property holders have
relatively small pre-petition claims, it has been estimated that
there may be a thousand of such holders.

There are a number of issues common to the Mineral Property
Holders.  They assert that they have an automatic first lien on
proceeds of production, and the holders of senior secured notes
have asserted a superior security interest in proceeds that are
attributable royalty and other mineral interests of the Mineral
Property owners which were unpaid by the debtor at the time its
petition was filed.

Due to the number of counsel for Mineral Property Owners, they
requested that the US Trustee's office appoint a separate Mineral
Property Owners' Committee to protect the interests of those
individual Mineral Property Owners and to streamline
communications and negotiations as the debtor works to an
expeditions resolution of the case.


TWA: Registers Preferred Stock For Selling Shareholders
-------------------------------------------------------
Trans World Airlines has registered with the Securities &
Exchange Commission,  1,685,200 shares of 9 1/4% cumulative
convertible exchangeable preferred stock in the company, which is
being offered for sale by the selling holders.   The preferred
stock may be converted into an aggregate approximate
10,665,630.80 shares of common stock in the company.  The
selling holders will receive all of the net proceeds from the
sale of the preferred stock, Trans World will receive none of the
proceeds.


USTEL INC: Seeks To Reject Contracts and Leases
-----------------------------------------------
The debtors, USTEL, Inc. and Arcada Communications, Inc. seek to
reject certain executory contracts and unexpired lease; an
extension of time to assume or reject non-residential real
property leases, and for an extension of the deadlines for filing
a plan and obtaining acceptances of a plan.  The debtor seeks to
reject certain executory contracts and leases with the rejection
date deemed to be the dates of closing of the sale of the
debtors' non-Pacific Cellular Assets to OneStar Long Distance,
Inc. or the closing of the sale of the Debtors' Pacific
CelllularAssets to Mustang Investments Inc.  Except for contracts
and leases with Digital Telecommunications, Inc. and with
Telecommunications Finance Group/Siemans Information and
Communications Networks, Inc. and certain real property leases,
the debtors seek to reject all other contracts and leases not
assumed by the debtor at the time of the OneStar Sale and the
Mustang Sale.

The debtors seek an order extending the deadline to assume or
reject Non-Pacific Cellular non-residential real property leases
to January 17, 2000, which date is approximately 160 days from
the intended date of the closing of the OneStar Sale.

In order to complete the sales processes the debtors request an
extension of its exclusive period to file a plan to October 6,
1999 and an extension of its exclusive period to obtain
acceptances to such a plan to December 6, 1999.


VENCOR: Agrees to Rental Schedule and Amendment of Agreements
--------------------------------------------------------------
Aug. 5, 1999--Ventas, Inc. (NYSE:VTR) (the "Company")
announced today that it has entered into an agreement
with Vencor, Inc. (OTC:VCRI), its principal tenant,
which provides for the payment of July rent on a specified
schedule. The schedule calls for $ 5 million due August 5,
$ 5 million due August 13, $ 5.2 million due August 19 and
approximately $ 3.7 million due August 31. These payments,
totaling approximately $ 18.9 million, represent the full
amount of rent due for July under the lease agreements. If
Vencor fails to pay any installment of July rent in
accordance with the specified schedule, the Company will
be entitled to exercise its remedies under its lease
agreements with Vencor with respect to the late payment
of July rent, unless Vencor or its bank lenders pay the
full amount of unpaid July rent within five days of such
non-payment.  So that the Company, Vencor and Vencor's
bank lenders can continue their discussions regarding a
global restructuring of Vencor's financial obligations,
the Company and Vencor have agreed to amend the standstill
agreement which the parties entered into on April 12,
1999. The amended standstill agreement will extend, until
September 3, 1999, the obligations of each of the Company
and Vencor to refrain from pursuing any claims against
the other or any third party relating to the April 1998
reorganization or the Company's agreement not to exercise
its remedies under its lease agreements with Vencor, other
than its delivery of notice of non-payment of August rent.
The standstill period will terminate on the earliest to
occur of September 3, 1999, any date that a voluntary or
involuntary bankruptcy case is commenced by or against
Vencor, Vencor's failure to make full lease payments for
July 1999 under the specified schedule described above or
certain other specified events. As provided in the amended
standstill agreement, the Company has given Vencor notice of
non-payment of August rent. If Vencor or its bank lenders
fails to pay the full amount of August rent on or prior
to September 10, 1999, the Company will be entitled to
terminate its lease agreements with Vencor.  The Company
and Vencor entered into similar agreements with respect to
rental payments previously owed by Vencor for the months
of May and June.  The Company and Vencor also agreed to
renew an agreement between the parties that any statutes
of limitations or other time constraints in a bankruptcy
proceeding that might be asserted by one party against the
other would be extended or tolled from April 12, 1999,
until the earlier to occur of September 3, 1999 or the
termination of the standstill period as a result of Vencor's
failure to make the July lease payments in accordance with
the specified schedule described above or certain other
specified events.  The Company is a real estate company
whose properties include 219 nursing centers, 45 hospitals,
and eight personal care facilities operated in 36 states.
This press release includes forward-looking statements
within the meaning of Section 27A of the Securities Act of
1933, as amended (the "Securities Act"), and Section 21E
of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). All statements regarding the Company's
expected future financial position, results of operations,
cash flows, financing plans, business strategy, expected
lease income, plans and objectives of management for
future operations and statements that include words such
as "anticipate," "believe," "plan," "estimate," "expect,"
"intend," and other similar expressions are forward-looking
statements. Such forward-looking statements are inherently
uncertain, and stockholders must recognize that actual
results may differ from the Company's expectations.
Factors that may affect the plans or results of the
Company include, without limitation, (i) the ability
of the Company's operators, primarily Vencor, Inc., to
maintain the financial strength and liquidity necessary
to satisfy their obligations and duties under leases and
other agreements with the Company and their existing credit
agreements, (ii) the extent of future healthcare reform and
regulation, including cost containment measures and changes
in reimbursement policies and procedures, (iii) increases
in the cost of borrowing for the Company, (iv) the ability
of the Company's operators to deliver high quality care and
to attract patients, (v) the ability of the Company to pay
and/or refinance its indebtedness as it becomes due, (vi)
the results of the ongoing investigation of the Company
by the U.S. Department of Justice and other litigation
affecting the Company, and (vii) the success of the Company
in implementing its business strategy and the nature and
extent of future competition. Many of such factors are
beyond the control of the Company and its management.


WELLCARE MANAGEMENT GROUP: Figures Show Losses For Quarter
----------------------------------------------------------
Net losses in the quarter ended March 31,1999 for Wellcare
Management Group Inc., on figures recently released, stand at
$3,014 on revenues of $34,412.  In the same quarter in 1998 the
company experienced net losses of $1,218 on revenues of $35,564.


WORLDCORP: Sun Entities' Objection To Sale
------------------------------------------
The Sun Entities, on behalf of the Paper Shareholders (secured
creditors of Acquisition) object to the settlement motion saying
that the debtors can not show that the settlement is fair and
equitable or that the value received is adequate.    The Paper
Shareholders will be seeking appointment of a trustee, and the
debtors feel that the settlement should at least be continued
until a trustee is appointed.

The Sun Entities point out various weaknesses in the settlement;
that it resolves claims only as between two of the affiliates;
that it may result in a transfer by Acquisition to Airways of a
49% block of shares without a customary premium; it has not been
shown to be in the best interest of creditors; and it provides
for a distribution to Airways on its secured and unsecured claims
prior to confirmation of a plan of reorganization.

                    **********

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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.  

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