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T R O U B L E D   C O M P A N Y   R E P O R T E R
     
     Thursday, April 30, 1998, Vol. 2, No. 86                   

                  Headlines

AMERICAN GAMING: Motion to Convert Dismissed
AUSTRALASIAN GOLD: Kinross Announces Acquisition
AUTOLEND GROUP: Meyners & Company Approved as Accountant
CALDOR: Loss Narrows
CAMBEX: Emerges From Chapter 11 Reorganization

CHERRY COMMUNICATIONS: Wins $6 M DIP Pact Increase
CONTEMPORARY INDUSTRIES: Franchisees Object to Plan
COUNTY SEAT: Confirmation of First Amended Plan
FIRST CENTRAL INSURANCE: Liquidation Ordered by Court
GENERAL WIRELESS: Judge Slashes License Fee

GENERAL WIRELESS: Seeks To File Amended Plan ASAP
GREATE BAY HOTEL: Possible Investor, Mulls Plan Options
KIA MOTORS: Key to Korean Recovery
L.A. GEAR: Court Approves Modified Disclosure Statement
NAL FINANCIAL: Court Approves Employment of Accountant

NAMCO CYBERTAINMENT: Extension to Assume or Reject Leases
NORTHWEST AIRLINES: Unions to Picket Shareholders Meeting  
NORTHWEST AIRLINES: Pilots to Conduct Picketing in Honolulu
OXFORD HEALTH PLANS: First Quarter Results
OXFORD HEALTH PLANS: New Senior Management Team

PAN AM: Judge Denies Trustee's Motion to Convert
PAN AM: Meeting of Creditors, Bar Date
QUADRAX CORPORATION: Creditors Object to Motion
QUADRAX CORPORATION: Creditors Object to Special Counsel
TAPISTRON INTERNATIONAL: Case Update

WESTERN FIDELITY: Applies to Employ Investment Broker
WESTERN FIDELITY: Hearing on Amended Disclosure Statement
WESTMORELAND COAL: Hearing on Amended Joint Plan

                  *********


AMERICAN GAMING: Motion to Convert Dismissed
--------------------------------------------
The court reviewed the bankruptcy proceeding of American
Gaming & Resorts of Miss., Inc., and found that no action
was taken after notice of the motion to convert the
proceeding to a Chapter 7 case, and the motion is
dismissed.


AUSTRALASIAN GOLD: Kinross Announces Acquisition
------------------------------------------------
Kinross Gold Corporation announces the acquisition of two
groups of gold properties containing a drill-indicated
resource of over 1.2 million ounces of gold in the prolific  
Eastern Goldfields mineral province of Western Australia
for approximately US $5 million. These properties have been
acquired by a wholly-owned subsidiary, Kinross Gold
Australian Pty. Ltd., through the court appointed
administrator of a recently bankrupt junior gold company,  
Australasian Gold Mines NL.

On May 28, 1998 Kinross shareholders will vote on the
proposed merger of Kinross with Amax Gold Inc. Assuming
that the transaction is consummated, Kinross will become
the fifth largest North American based gold producer with  
annualized production estimated at approximately 1.2
million ounces of gold.


AUTOLEND GROUP: Meyners & Company Approved as Accountant
--------------------------------------------------------
On April 17, 1998, the United States Bankruptcy Court for
the District of New Mexico approved the selection by
AutoLend Group, Inc. of Meyners & Company, LLC,
Certified Public Accountants of Albuquerque, New Mexico to
serve as the Company's principal accountant to audit the
Company's financial statements, prepare the Company's tax
returns and perform services related to the preparation of
reports required to be filed with the S.E.C.  

On April 21, 1998, the Company notified KPMG Peat Marwick,
LLP that Meyners & Company, LLC had been engaged by the
Company to perform the audit for the Company's fiscal year
ended March 31, 1998.  KPMG Peat Marwick is the former
accountant of the company, dismissed as of April 21, 1998.


CALDOR: Loss Narrows
--------------------
Caldor Corp reported a narrower fourth-quarter net loss,
moving the debtor closer to its plan to return to  
profitability, and said it signed for $900 million in
credit facilities. Sales for the quarter declined to $810.1
million from  $843.1 million for the fourth quarter of
fiscal 1996 and sales at stores open at least a year  
declined by 1 percent.

Before accounting for reorganization costs and other
charges, Caldor posted operating profits of $36.8 million
for the period, up sharply from the prior year's $7.8
million. For the year ended Jan. 31, 1998, Caldor had a net
loss of $132.6 million, or $7.84 a diluted share, compared
with a loss of $185.3 million, or $10.91 a share, a year
earlier.  For the 52 weeks ended Jan. 31, 1998, sales were
$2.5 billion, compared with $2.6 billion a year earlier.
Comparable store sales declined 2.1 percent.

The retailer reported a net loss for the fourth quarter of
$43.2 million, compared with a net loss of $65.7 million a
year ago. Caldor signed a commitment letter with BankBoston
Retail Finance Inc., a subsidiary of BankBoston Corp for a
fully underwritten and committed $450 million Debtor-in-
possession replacement credit facility and a separate $450
million exit credit facility, subject to Bankruptcy Court
approval. The combined term of the facilities is four
years. (Reuters: International and Reuters: Financial -
04/28/98)


CAMBEX: Emerges From Chapter 11 Reorganization
----------------------------------------------      
Cambex Corp. announced today that it has successfully
emerged from Chapter 11 reorganization following Court
confirmation of the company's reorganization plan.
Under the terms of the reorganization plan, creditors will
receive a  full pay out over the next 36 months either in
the form of all cash or a combination of cash and common
stock.  The maximum number of new shares to be issued under
the plan is approximately 550,000 shares.  Cambex presently
has approximately 9,100,000 shares outstanding.

"We are extremely pleased we have been able to take this
important step forward and to pay our creditors one hundred
cents on a dollar," stated Joseph F. Kruy, Cambex president
and CEO.


CHERRY COMMUNICATIONS: Wins $6 M DIP Pact Increase
--------------------------------------------------
The court has granted Cherry Communication Inc.'s request
to increase the availability under its DIP credit agreement
with WorldCom Network Services Inc. from $19 million to $25
million.  The U.S. Bankruptcy Court in Chicago also
extended the DIP facility's termination date from April 30
to July 31. (Federal Filings, Inc. 28-Apr-1998)


CONTEMPORARY INDUSTRIES: Franchisees Object to Plan
---------------------------------------------------
The franchisees, Marvin Braun, Barry Dill, Lloyd Ferguson,
Hershel McBride, Joe Oleinik, Rick Tank, and Jed Powell,
entered into Store Franchise Agreements with the debtor,
Contemporary Industries Corporation.  

The franchisees claim that the debtor's Disclosure
Statement fails to provide adequate information sufficient
to allow the franchisees to determine the debtor's proposed
treatment of the franchisees' equitable and financial
interest in and to the goodwill associated with and income
stream generated from the Franchisees' operation of the
convenience store.  

They state that the Disclosure Statement fails to
adequately disclose the Franchisee's ownership interest in
the cash register fund, inventory, receivables, prepaids,
and refundable deposits.  Finally, it fails to disclose the
existence of the Store Franchise agreement and whether the
debtor intends to accept or reject such agreement.


COUNTY SEAT: Confirmation of First Amended Plan
-----------------------------------------------
In the case of County Seat Stores, Inc., debtor, the court
entered an order on April 22, 1998, confirming The First
Amended Plan of Reorganization of County Seat Stores, Inc.


FIRST CENTRAL INSURANCE: Liquidation Ordered by Court
-----------------------------------------------------
In the culmination of financial setbacks for Lynbrook-based
First Central Insurance Co., the small property and
casualty insurer has been ordered liquidated.   The order,
signed by Judge John Burke of State Supreme Court in  
Mineola last Friday, had been sought by Neil Levin, the
state's superintendent of insurance.

Cancellations of First Central Insurance's policies for
auto insurance and workers compensation will take effect
next month, state insurance officials said. The company
previously stopped renewing policies.

In his petition, Levin said he had opted in an earlier move
to put the company into rehabilitation, rather than seeking
liquidation at that time, to allow for a possible purchase
of the company by other insurers.

Those companies that had expressed interest in First
Central, however, decided not to pursue a purchase, Levin
wrote, at least partly because the insurer's insolvency may
be greater than $20 million. Also, Levin said, the
insurance company's business "consists of a dwindling
portfolio of bad risks."

The insurer is the primary subsidiary of First Central
Financial Corp., also in Lynbrook. On March 5, the holding
company announced that it had filed for bankruptcy under
Chapter 11. (Henry Gilgoff Newsday; 04/28/98)                          


GENERAL WIRELESS: Judge Slashes License Fee
-------------------------------------------
Bankruptcy Judge Steven Felsenthal slashed the amount that
Dallas-based General Wireless Inc. must pay the U.S.
government for licenses to sell wireless phone service.  
The Federal Communications Commission said it plans to
appeal the ruling, which observers said could interfere
with its ability to sell off airwaves at auctions.

The dispute stems from an auction the commission held two
years ago in an effort to give small businesses a share of
the booming wireless telecommunications market.
In the sale, known as the C-Block auction, General Wireless
agreed to pay $1.06 billion for licenses to operate in
Atlanta, Miami and San Francisco.

The government did not heavily screen businesses' financial
resources before the auction, and many businesses that won
licenses wound up without the resources to build their
networks. Although the FCC relaxed repayment terms,  
two companies, including General Wireless, are reorganizing
their debts in Chapter 11 bankruptcy court.

After the auction, but before General Wireless received its
licenses, the FCC held another auction that brought much
lower bids for similar licenses.  In his ruling Friday,
Judge Felsenthal said the subsequent auction made it
substantially more difficult for General Wireless to raise
the money to pay for its licenses. The price the company
agreed to pay was fair in May 1996, when the auction was
held, he said. But by the time the licenses were granted,
in early 1997, they were worth only about $166 million.

General Wireless already has paid $106 million and now must
pay only $60 million more, Judge Felsenthal ruled.
FCC chairman William E. Kennard said the ruling is unfair
and that bankruptcy court is an inappropriate place to
resolve FCC license disputes.

"The value of the license is the price that you raise your
hand to bid at auction, not the price a judge later
decides," he said in a written statement. Washington, D.C.-
based NextWave Telecom Inc., another company with major
debts from the auction, said it is studying whether the
ruling might apply to its situation. General Wireless said
other companies may not be able to win the same treatment
because the deadline for filing such a claim has passed.  
(Dallas Morning News - 04/28/98)


GENERAL WIRELESS: Seeks To File Amended Plan ASAP
-------------------------------------------------
In the wake of Friday's big ruling on the value of their
licenses, the General Wireless subsidiaries will try
to file an amended version of their reorganization plan as
quickly possible.  The amended plan will be much more
detailed than the current plan proposal, which
contained various options based on the possible outcomes
from the recent trial.  In the meantime, the companies are
looking at all of their options following the favorable
court ruling that avoided $954 million in debt owed to the
Federal Communications Commission. (Federal Filings, Inc.
28-Apr-1998)


GREATE BAY HOTEL: Possible Investor, Mulls Plan Options
-------------------------------------------------------
Greate Bay has met with representatives of an "interested
investor" who is performing due diligence to determine the
feasibility of providing funding for a reorganization plan
while, at the same time, the company is finalizing
the development of a stand-alone plan model.  These two
alternative strategies toward emergence from Chapter 11 are
being explored, the hotel and casino operator said in
a recent request for an exclusivity extension. (Federal
Filings, Inc. 28-Apr-1998)


KIA MOTORS: Key to Korean Recovery
----------------------------------
Some people believe that the recovery of Kia Motors is key
to Koreas's economic recovery.  The country's third-largest
car-maker is under court receivership, has deep-rooted
management problems and seven trillion won (about HK$39.39
billion) of debts.  Government policy towards Kia will
determine the future course of Korea's economic recovery as
Kia's collapse in the middle of last year and a government
mismanagement of the case prompted the country's financial
crisis.

This economic emergency led Seoul to seek a record US$60
billion bailout package from the International Monetary
Fund.  "The Kia case will again become a test case for the
Korean Government's restructuring and reform policy," Kang
Hoon-suk, an analyst with ING Barings said. "Another
mismanagement of the case by the government could lead
foreign investors to turn their backs on South Korea."

Unfortunately, the government already seems to be
backtracking in its promise to resolve the Kia issue
through market mechanism - a sale of the company in a
public auction.

Many government officials have said Kia can only be saved
by a sale to a third party with better management skills
and deeper pockets.  On that government cue, Hyundai Motor,
the country's largest car-maker, recently announced its
official bid to buy Kia.

However, Kia's new court-appointed chairman Ryu Chong-yul,
said on Monday nothing had been decided on how to resolve
the issue, adding that he was personally against the idea
of selling the firm to a third party.   "Kia's sale to a
third party seems impossible," Mr Ryu said, adding that no
domestic company could meet a government order to more than
halve their debts by the end of next year if they acquired
Kia and assumed its debts.

He also said the best way for Kia to turn itself around was
through rehabilitation efforts, after increasing its
capital through a rights issue.   A Kia spokesman said the
new government plan was not to give control or management
rights to one single firm, adding that the policy shift
represented the government's view that Kia could survive
with its existing management.

Supporting that view, National Information & Credit
Evaluation, a credit-rating agency run by domestic banks,
concluded that Kia could be saved by its own rescue
efforts, given its improving profitability and financial
structure.  Many analysts disagree, believing Kia cannot
stand on its own because of its incompetent management, too
strong labour union and huge debts, among other reasons.  
Kia's management is blamed for turning a profitable and
technologically solid group into one of the country's most
insolvent by recklessly branching out into steel,
construction and other non-car areas using huge bank
loans.

Even with talented management and a co-operative union,
Kia's recovery is doubted by many because of plunging
domestic car sales amid the country's worst economic crisis
in four decades. Car sales this year have dropped by more
than half, threatening the survival of even the strongest
firms. (South China Morning Post; 04/24/98)                      


L.A. GEAR: Court Approves Modified Disclosure Statement
-------------------------------------------------------
On April 21, 1998, Judge Barry Russell ordered that the
Discolsure Statement, subject to the revisions set forth at
the Hearing is approved.

The last date to mail the solicitation material was
extended from April 22, 1998 to May 9, 1998.  The date
fixed as the last day to vote to accept or reject the plan
for Beneficial Holders of L.A. Gear's 7 3/4 % Convertible
Subordinated Debentures Due 2002 is extended from June 1,
1998 to June 8, 1998.  The last day to vote to accept or
reject the plan for other creditors  is extended from June
3, 1998 to June 10, 1998.  The date fixed as the date
composite ballots are due from Institutional Nominees is
extended from June 5, 1998 to June 11, 1998.


NAL FINANCIAL: Court Approves Employment of Accountant
------------------------------------------------------
Judge Paul G. Hyman granted the motion of the debtors, NAL
Financial Group, Inc for approval to employ John P. Barbee
and Barbee & Associates, PA.


NAMCO CYBERTAINMENT: Extension to Assume or Reject Leases
---------------------------------------------------------
The debtor, Namco Cybertainment, Inc., was granted an
extension of the period within which it may assume or
reject its unexpired leases of nonresidential real
property.  Judge Peter J. Walsh entered an order extending
the period through and including July 15, 1998.


NORTHWEST AIRLINES: Unions to Picket Shareholders Meeting
---------------------------------------------------------
Informational picketers from all six Northwest Airlines
unions will greet the Northwest Board of Directors and
shareholders at their annual meeting this Friday, April 24,
in New York City. The six unions comprise Northwest's Labor  
Advisory Council (LAC) which provides executive management
with labor's collective perspective and counsel on
strategic issues that affect Northwest Airlines.

"We want the Board and shareholders to understand in no
uncertain terms that we are frustrated with the lack of
progress in contract negotiations," said Daniel T. Berg,
president of Transport Workers Union Local 543 and LAC co-
chairman. "I strongly believe Northwest employees have
earned contracts that share in the prosperity we helped
create through our hard work and financial sacrifice.
Simply put, other stakeholders have enjoyed in Northwest's
success.  It's our turn now."

In 1993, all six unions took wage cuts and adopted work
rule changes to help stave off bankruptcy at Northwest due
to the 1989 leveraged buyout. All six unions are working
under contracts that became amendable in 1996.

                                    
NORTHWEST AIRLINES: Pilots to Conduct Picketing in Honolulu
-----------------------------------------------------------         
Northwest Airlines pilots will conduct informational
picketing this Thursday, April 30, from 7:30 a.m. to 12:30
p.m. at the Honolulu International Airport to inform
passengers about the slow pace of contract talks.  
Picketing will take place throughout Golden Week, the  
traditional Japanese holiday season.

"We want to inform our passengers about the slow pace of
our contract talks and what this could mean in the future,"
said Northwest Master Executive Council Chairman Steve
Zoller. "Our dispute is not with our passengers, but  
with a management that has shown no commitment to resolving
these negotiations in a timely fashion."

Northwest pilots have been in contract negotiations since
August 1996 and in federal mediation since July 1997.
"Management wants to ignore the sacrifices Northwest
employees made to avoid bankruptcy brought about by the
leveraged buyout," Zoller said. "Northwest employees turned
this airline around and made it into the industry  
leader it is today. It's our turn to share in the
prosperity we helped create."


OXFORD HEALTH PLANS: First Quarter Results
------------------------------------------
Oxford Health Plans, Inc. reported that it incurred a first
quarter 1998 net loss of $45.3 million, or 57 cents per
share, compared to net income of $34.4 million,
or 44 cents per share (42 cents per diluted share), in the
first quarter of 1997. First quarter 1998 results were
adversely affected by a nonrecurring after-tax
restructuring charge of $16.3 million, or 20 cents per
share, for severance and other costs expected to be
incurred in connection with the restructuring of certain
administrative and management functions. Total revenues
for the first quarter ended March 31, 1998 reached $1.2
billion, a 24 percent increase from $987.3 million a year
ago.

Oxford's enrollment totaled approximately 2,096,000 members
at March 31, 1998, an increase of almost 88,000 during the
first quarter of 1998 and nearly 21 percent higher than
membership at the end of last year's first quarter.

The Company's medical-loss ratio for the first quarter of
1998 was 87.9% compared with 80.2% in the first quarter of
1997. Administrative expenses, exclusive of the
nonrecurring restructuring charge, were 16.5% of operating
revenue for the first quarter of 1998 compared with 15.4%
for the first quarter of 1997 and 17.6% for the full year
1997.


OXFORD HEALTH PLANS: New Senior Management Team
-----------------------------------------------
Oxford Health Plans has added four newly created positions
to its senior management team. Dr. Alan Muney was named
Executive Vice President, Chief Medical Officer; Allen
Sorbo, Vice President of Actuarial and Underwriting
Services; Jon Richardson, Special Counsel to the Chief
Executive Officer; and John Markus, Vice President,
Compliance Officer. In addition, Charles G. Berg
was named Executive Vice President of Medical Delivery.


PAN AM: Judge Denies Trustee's Motion to Convert
------------------------------------------------
Judge A. Jay Cristol denied the U.S. Trustee's Emergency
Motion to Convert cases to Chapter 7.  The court state that
the conversion or dismissal of a Chapter 11 case is a
drastic measure and the burden is on the movant to proved
the relief requested is warranted and not premature.  The
court states that the Assistant U.S. Trustee did not
present any evidence of unreasonable delay, or any evidence
other than the accruing losses, of prejudice to the
creditors.

Maintaining the going-concern value of the operating
debtors and reorganizing the debtors as a charter operation
may provide value for other creditors and would provide
some jobs.  Conversion of these cases now would partially
repay the secured creditor and would leave nothing for
anyone else.  The court finds that it is far too early in
this case for someone or some entity who has nothing at
risk to override the apparent wishes as of all those
parties in interest who bear the actual financial risk and
other risk, who are not seeking conversion.  


PAN AM: Meeting of Creditors, Bar Date
--------------------------------------
Pan American Airways Corp. and Pan American World Airways,
Inc. and their affiliated companies, as debtors, filed a
notice of commencement of cases.

Attorneys for debtors are:
Kozyak Tropin & Thockmorton, Esq.
2800 First Union Financial Center
200 South Biscayne Boulevard'
Miami, Florida 33131

Alhadeff & Sitterson, PA
150 West Flagler Street
Suite 2200
Miami, Florida 33130

Attorneys for Creditors' Committee:
Berger Davis & Singerman
200 South Biscayne Boulevard
Suite 3410
Miami, Florida 33131

The Meeting of Creditors is set for May 13, 1998
The Claims Bar Date is August 11, 1998


QUADRAX CORPORATION: Creditors Object to Motion
-----------------------------------------------
Southridge Capital Management LLC (Southridge), agent for
creditors Sovereign Partners LP and Dominion Capital Fund,
objects to the motion by Unsecured Wage Claim Creditors,
Michael E. Buck, David B. Park, Gereard J. McDonald,
Stephen St. Louis and Noel Tessier, to compel the debtor to
lease certain assets to the Wage Creditors.

According to Southridge, the wage creditors are seeking an
afffirmative injunction to compel the debtor to take
certain actions.  To the extent that the relief sought in
the motion could have the impact of "chilling" the bidding
on the debtor's assets, the relief requested should be
denied.  In addition, Southridge states that if the Wage
Creditors' proposed purchase price were significantly
greater than it is, the concerns expressed by the debtor
would subside, and such a proposal could serve as a base
bid for higher and better offers.


QUADRAX CORPORATION: Creditors Object to Special Counsel
--------------------------------------------------------
The judgment creditors, Power Stick Manufacturing, Inc. and
Advanced Pultrusion Technologies, Ltd. object to the
debtor's request to employ Special Corporate Counsel.

The objection states that the debtor did no provide
sufficient detail such as expected duties, hourly rate and
critical details to enable the parties and the court to
make an informed decision on the request.


TAPISTRON INTERNATIONAL: Case Update
------------------------------------
Tapistron International Inc. filed a Voluntary Petition for
Chapter 11 Bankruptcy on June 21, 1996. An Amended and
Restated Plan of Reorganization of Tapistron International,
Inc. was filed with the Bankruptcy Court on March 14, 1997
and confirmed on August 18, 1997. Under the Amended Plan of
Reorganization, all creditors will be paid in full (unless
the creditor elected to accept a discounted amount or the
creditor and the Company agreed to different terms), with
interest from stock and cash payments.

As of January 31, 1998, the Company has liabilities subject
to settlement under bankruptcy proceedings of $915,248,
$500,000 of which is related to the second aggregate amount
of $500,000 and $415,248 of which is the difference   
between the closing market price on January 31, 1998 and
the debt to which the stock must cover.

Quarterly sales in the three months ended January 31, 1998
of $1,497,092 exceeded the three months ended January 31,
1997 of $1,239,068 by 21%. The increase in revenues is a
result of machines being sold at lower margins in the three
months ended January 31, 1997 due to the need to generate
cash to support operations and technical support of the CYP
Machines during the reorganization proceedings.

Year to date sales for the six months ended January 31,
1998 were $2,746,921 compared to $2,800,942 for the six
months ended January 31, 1997, a decrease of 2%.


WESTERN FIDELITY: Applies to Employ Investment Broker
-----------------------------------------------------
Western Fidelity Funding, Inc., debtor, applies for an
order approving the debtor's application to employ
Hartsfield Capital, Inc., as investment broker for the
debtor.  The application seeks authority to employ the firm
to assist the debtor in obtaining commitments for a line of
credit or alternatively to assist the debtor in locating
targets for a potential acquisition of the debtor.

Under the proposed agreement, Hartsfield Capital, Inc. will
be paid a Finder's Success Fee equal to 2% of the value of
a commitment for debt or a line of credit and 2% of the
value of an acquisition transaction resulting from an
introduction of a target to the debtor by the firm.


WESTERN FIDELITY: Hearing on Amended Disclosure Statement
---------------------------------------------------------
The debtor, Western Fidelity Funding, Inc., filed an
Amended Disclosure Statement on April 15, 1998.  A hearing
will be conducted before the court to consider the adequacy
of such statement on May 26, 1998.


WESTMORELAND COAL: Hearing on Amended Joint Plan
------------------------------------------------
The court has scheduled hearings to consider the approval
of the proposed disclosure statement to accompany:

1. The first amended joint plan of reorganization filed by
Westmoreland Coal Company, Westmoreland Coal Sales Company,
Westmoreland Energy, Inc., Westmoreland Resources, Inc.,
and Westmoreland Terminal Company.

2. The first amended plan of reorganization filed by the
UMWA 1992 Benefit Plan, the UMWA Combined Benefit Fund, and
the UMWA 1974 Pension Trust

Hearings to consider approval of the proposed Disclosure
Statements will be held on June 11, 1998.


                    *********

The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to
conferences@bankrupt.com are encouraged.  

Bond pricing, appearing each Friday, is supplied by DLS   
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