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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
      
       Wednesday, July 29, 1998, Vol. 2, No. 147
                    
                  Headlines

ALLIANCE ENTERTAINMENT: Seeks To Extend Concord Exclusivity
BARNEY'S INC: Court Approves Extension of Financing
BARNEY'S INC: To Sell Property and Assume Leases
BARNEY'S INC: Taps The MMW Group as PR
BIG RIVERS: To Lease Four Power Plants to LG&E

BOYDS WHEELS: City National Bank Seeks Chap. 7 Conversion
DOEHLER-JARVIS: Hearing on Disclosure Statement Set
DOW CORNING: Committee Seeks to Lift Confidentiality
ELCOM TECHNOLOGIES: Former Officials to Be Investigated
EXCALIBUR FINANCIAL SERVICES: Seeks Employment Agreement

EXCALIBUR FINANCIAL: Taps Ernst & Young as Accountant
FPA MEDICAL: Laid-Off Workers to File Suit
FIRST ENTERPRISE: Meeting of Creditors Set For 9/1/98
GOLDEN BEAR: Reports Restated Loss of $24.7 Million
GULF RESOURCES CORP: Meeting of Creditors Set For 8/11/98

HARRAH'S JAZZ: Bondholder Panel Has Nod For Consultant Hire
HARRAH'S JAZZ: US Trustee's Motion to Convert - Denied
LONG JOHN SILVER'S: Seeks Court Ok to Sell Eight Properties
MILFORD RESOLUTION: Disclosure Statement and Plan Proposed
MOBILEMEDIA: Seeks Exclusivity Extension To September 30

MOLTEN METAL: Amends EBITDA, Throughput Covenants
NAMCO CYBERTAINMENT: Disclosure Statement
ORANGE COUNTY: County Treasurer Had Ties to Merrill Lynch
USMX OF ALASKA: D.H. Blattner Seeks $2 Million Payment
VITALE ENTERPRISES: Seeks to Reject Union Agreement

                  *********

ALLIANCE ENTERTAINMENT: Seeks To Extend Concord Exclusivity
-----------------------------------------------------------
Alliance Entertainment Corp. is seeking a 60-day
extension of the exclusive period for subsidiary Concord
Records Inc. to file a reorganization plan in order to
continue marketing the jazz record label. The music
distributor, which has already filed its joint plan, said
it has received expressions of interest from several
potential purchasers, however, negotiations to sell Concord
"will not be completed prior to the expiration of Concord's
Exclusive Proposal Periods." (Federal Filings Inc. 28-July-
98)


BARNEY'S INC: Court Approves Extension of Financing
---------------------------------------------------
The court entered an order in the case of Barney's Inc., et
al., authorizing the amendment and modification, including
extension of the maturity date through February 3, 1999 of
their existing post petition financing arrangement with
BankBoston, NA.


BARNEY'S INC: To Sell Property and Assume Leases
------------------------------------------------The
debtors, Barney's Inc. et al., and specifically Preen
Realty, Inc., Cholderton Realty Corporation and Amjon
Realty, Inc., collectively referred to as the Downtown
Store Debtors, own certain parcels of real property located
at 138-154 West 17th Street; 156-160 West 17th Street, 113-
115 Seventh Avenue and 150-152 West 17th Street; New York,
New York.

The Downtown Store Debtors propose to sell the Downtown
Store Property, as an undivided portfolio, to the highest
bidder, at a public sale to be conducted in the Bankruptcy
Court.  The sale will take place on or about August 18,
1998.

The successful purchaser will be required to remit a down
payment equal to 10% of the purchase price at the Sale.  
The closing will occur on or before September 15, 1998, and
the successful purchaser must also agree to execute an
assumption and assignment agreement with respect to any and
all leases.

The debtors seek court approval authorizing the sale and
the assumption and assignment of residential real property
leases.


BARNEY'S INC: Taps The MMW Group as PR Firm
-------------------------------------------
Michael W. Kempner,  president and CEO of The MMW Group,
announced that the agency will provide corporate  
communications and investor relations counsel to Barneys to
support the company's turnaround initiatives.

"Barneys ability to strategically and effectively
communicate with multiple audiences will be an important
part of the process of filing a plan of reorganization,
emerging from Chapter 11 protection and maintaining its  
position as one of the nation's most influential
retailers," said Tom Shull, president and CEO of Barneys.  
"MWW's experience in both restructuring and the retail
industry makes them a logical choice to partner with
Barneys management team."


BIG RIVERS: To Lease Four Power Plants to LG&E
----------------------------------------------
Under an agreement signed Friday, Big Rivers will lease
four power plants it  owns or operates to Western Kentucky
Energy Corp., a subsidiary of LG&E Energy Corp. The deal is
estimated at $31 million annually for 25 years, Big Rivers  
President and CEO Mike Core said.

Mr. Core said the agreement secures reduced rates for
91,500 customers of the four rural electric co-ops and
ensures repayment of the $1.1 billion it owes the federal
government.

The agreement follows some 14 years of financial problems
for Big Rivers, which often caused potential western
Kentucky industries to look elsewhere and led to the
company's filing for Chapter 11 bankruptcy protection in
September 1996.

With the signing of the deal with LG&E, officials said the
customers of four rural electric co-ops will lock in a rate
reduction that took effect on a temporary basis last
September.

Under the plan, Big Rivers will repay the $1.1 billion it
owes the Rural Utilities Service, but at a reduced rate.
(Cincinnati Enquirer - 7/19/98)


BOYDS WHEELS: City National Bank Seeks Chap. 7 Conversion
---------------------------------------------------------
City National Bank, ("the Bank") holder of a certain
Security Agreement executed by and between the debtor,
Boyds Wheels, Inc. and the bank, seeks conversion of the
debtor's case to a Chapter 7 case.  The Bank reviews the
debtor's "horrendous" pre-petition and post-petition
performance, and the fact that the proceeds of the auction
of the company will generate no more than $4.5 million
leaving the Bank with a deficiency claim exceeding $3.4
million.

The Bank is particularly concerned with the continuing
losses to the debtor's estate, including administrative
rent claims, aging accounts receivable, the bank's claim,
and professional fees.  The Bank believes that the
conversion of the case to a Chapter 7 will most
expeditiously conclude this case and maximize what little
value remains for the estate's creditors.


DOEHLER-JARVIS: Hearing on Disclosure Statement Set
---------------------------------------------------
A hearing to consider the approval of the Disclosure
Statement of Doehler-Jarvis, Inc. and its affiliates, as
debtors, will be held on August 19, 1998.  Objections to
the approval of the Disclosure Statement must be received
no later than August 10, 1998.

DOW CORNING: Committee Seeks to Lift Confidentiality
----------------------------------------------------
The Official Committee of Unsecured Creditors of Dow
Corning Corporation seeks a court order lifting the
"confidentiality" restrictions with respect to the Term
Sheet regarding the settlement between the Debtor and the
Tort Claimants Committee.

The Committee believes that there may be a significant and
material disparity of knowledge between those persons with
and without access to the Term Sheet regarding the proposed
treatment of creditors in the case.

More importantly, the Committee states, the public trading
markets are functioning on the basis of the debtor's public
statements regarding the treatment it has agreed to give
commercial claims.  The Committee is troubled by the
debtor's statement that it has now reached a settlement
with the Tort Committee and the District Court's Order
referring to the Term Sheet and a "fully consensual plan"
of reorganization of the Debtor.

The Committee states that the need for public disclosure of
the Term Sheet to market participants engaged in the
trading or holding of Dow Corning debt, particularly public
bondholders cannot be overstated.

The Committee believes that the Term Sheet itself
constitutes material information that must be disseminated
to the market, and that the market cannot be trading on all
relevant and material information.

By separate motion, the Committee states that it is
entitled to prior written notice and an opportunity to be
present with respect to all matters submitted or referred
to the Court pursuant to the court's July 8, 1998 order.


ELCOM TECHNOLOGIES: Former Officials to Be Investigated
-------------------------------------------------------
Former executives of Elcom Technologies Corp., which filed
chapter 11 in March, may be the target of an investigation
sought by Elcom's trustee and its creditors' committee, The
Philadelphia Business Journal reported. Trustee Kurt Gwynne
said that based on current evidence, he thinks there are
some claims that will be filed in seeking a special counsel
to investigate the company's officers. A hearing has been
scheduled for August 6. (ABI 28-July-98)


EXCALIBUR FINANCIAL SERVICES: Seeks Employment Agreement
--------------------------------------------------------
The debtors, Excalibur Financial Services L.P., PBC
Servicing Corporation and Rapid Acceptance Corporation seek  
court approval to enter into an Employment Agreement with
Jeffrey K. Belser, the President and Treasurer of
Excalibur.

Pursuant to the agreement, Belser is entitled to an annual
salary of $115,000 and a one-time payment of $57,500 on
October 16, 1998. the agreement is for the term of six
months, until January 18, 1999, and Excalibur has the
option to extend the term for an additional three months.  
If extended the annual salary will increase to $120,000
with a severance payment of $60,000.  If Excalibur does not
renew the agreement, Belser shall receive an additional
payment of $57,500. Upon confirmation of a plan of
reorganization, Belser is entitled to a bonus payment of
$25,000.


EXCALIBUR FINANCIAL: Taps Ernst & Young as Accountant
-----------------------------------------------------
The debtors, Excalibur Financial Services L.P., PBC
Servicing Corporation and Rapid Acceptance Corporation
applied for court authorization to employ and retain Ernst
& Young LLP as accountant to the debtor.

The debtor states that the services of accountants are
necessary in order to enable the debtors to prepare their
financial statements and income tax returns.  Ernst & Young
has acted as debtors' accountant since 19995 and thus has
knowledge of the debtors' financial and tax information.  

The accountants have suggested a fixed fee basis, totaling
approximately $30,000 for the preparation of certain
financial statement s and income tax returns listed on an
attachment as an Exhibit to the motion.


FPA MEDICAL: Laid-Off Workers to File Suit
------------------------------------------
About 30 laid-off employees of the now-bankrupt FPA Medical
Management Inc.  said Friday they will file a class-action
lawsuit against the firm to recoup lost benefits.

The employees worked out of the San Diego company's Canoga
Park office - which, like several other FPA offices across
the country, closed Friday.

Though given more than a week's warning that they would
likely be laid off, representatives of the local group said
they were not told FPA would withhold accrued vacation pay
from their final paychecks.

The 30 or so employees were a skeleton crew left behind
after the bulk of the Canoga Park office's 120 employees
were let go or had resigned in recent weeks. The employees
spent the last week helping transition HMO patients to  
physicians outside the FPA network.

The employees may have priority over other nonsecured
creditors but recouping the vacation pay any time soon may
be tough if FPA does not cooperate. (Los Angeles Daily News
- 07/25/98)


FIRST ENTERPRISE: Meeting of Creditors Set For 9/1/98
-----------------------------------------------------
In the case of First Enterprise Financial Group a/k/a
Centre Capital Funding Corp., a meeting of creditors was
set for September 1, 1998.  The case was converted to a
Chapter 7 case on July 7, 1998.


GOLDEN BEAR: Reports Restated Loss of $24.7 Million
---------------------------------------------------
Golden Bear Golf, Inc. (NASDAQ: JACK) announced that it has
completed its internal review of construction projects at
its subsidiary, Paragon Construction International,
for the year ended December 31, 1997, and, as a result, the
Company will report a restated loss of $24.7 million or a
loss of $4.49 per share for the year ended December 31,
1997, compared to a loss of $2.9 million or a loss of
$.53 per share as originally reported.

The Company expects to complete its review for 1998 prior
to August 15, 1998, and expects to recognize losses for the
six months ended June 30, 1998, of up to approximately $17
million attributable to ongoing Paragon construction
projects and the operations of Golden Bear Golf Centers
prior to their sale.  

Accordingly, the previously filed financial statements for
the periods ended December 31, 1997, and March 31, 1998,
and the report of Arthur Andersen LLP on the December 31,
1997 financial statements should not be relied upon.

As a result of this review, the Company has found clear and
compelling evidence that former management of Paragon
deliberately falsified records, misrepresented the status
of construction projects and made false statements  
about Paragon's revenues, costs, and profits to the
Company's executive management and Board of Directors on
repeated occasions.

For the 1997 period, an operating loss at Paragon of $16.1
million will be recorded compared to the operating income
of $3.9 million as originally reported. Also, the 1997
restatement includes the reversal of $1.7 million of a
consolidated net deferred income tax
asset.

The Company has taken immediate steps to stabilize
Paragon's operations and controls and to reduce on-going
operating expenses at Paragon. Third quarter results will
reflect expenses associated with the restructuring of  
Paragon. Donald W. Dreusike, formerly President of
Dinwiddie Construction Company, is serving as Acting
President of the subsidiary.

During the second quarter of 1998, the Company sold its 14
golf centers for approximately $31.1 million and received
net cash proceeds of approximately  $22.1 million, a
portion of which was used to repay $14.3 million, all of
the Company's borrowings under its consolidated $15 million
credit facility which was terminated in conjunction with
the repayment.


GULF RESOURCES CORP: Meeting of Creditors Set For 8/11/98
---------------------------------------------------------
A meeting of creditors was set for August 11, 1998 in the
case of Gulf Resources Corporation, debtor in Chapter 7.
The case was converted to a Chapter 7 on July 8, 1998.


HARRAH'S JAZZ: Bondholder Panel Has Nod For Consultant Hire
-----------------------------------------------------------
The Harrah's Jazz Co. bondholders' committee won court
approval to retain Edwin Jacobson as a consultant, and to
expand the duties of financial advisor Seth Lemler, on an
interim basis pending consummation of the partnership's
reorganization plan. The two will consult with the
committee, as well as with representatives of Harrah's Jazz
and lead partner Harrah's Entertainment Inc., on a
variety of preliminary management and operational issues in
furtherance of plan consummation.

The confirmed plan remains subject to certain conditions
precedent, including the Louisiana Gaming Control Board's
approval of an amended casino operating contract for
Harrah's Jazz. Lemler is a managing director of Ladenburg
Thalmann Group Inc., the committee's financial advisor, and
has been appointed by the committee to serve as a director
of the reorganized company. The committee intends to elect
Jacobson to one of the other two board seats the panel is
entitled to fill. Jacobson is president and chief executive
of CMC Heartland Partners and Heartland Technology Inc.(The
Daily Bankruptcy Review Copyright c July 28, 1998; ABI-28-
July-98)


HARRAH'S JAZZ: US Trustee's Motion to Convert - Denied
------------------------------------------------------
On June 26, 1998, Judge T.M. Brahney, III entered an order
denying the United States Trustee's Motion to Convert the
case of Harrah's Jazz Company, and Harrah's Jazz Finance
Corp, debtors, to a case under Chapter 7 or alternatively
to dismiss the case.  


LONG JOHN SILVER'S: Seeks Court Ok to Sell Eight Properties
-----------------------------------------------------------
Long John Silver's Restaurants, Inc. et al., debtors, seek
court approval for the sale of eight properties located in:
Sacramento, California; Mableton, Georgia; Port Huron,
Michigan, Dearborn Heights, Michigan; Manchester, Missouri;
Guyman, Oklahoma; Memphis, Tennessee; and Ferndale,
Michigan.  The debtors expect that the sale of the
properties will net approximately $2,514,200 for their
estates, after payment of brokers commissions on the
$2,672,000 aggregate contract amounts.


MILFORD RESOLUTION: Disclosure Statement and Plan Proposed
----------------------------------------------------------
Milford Resolution, Inc. (f/k/a Strawberries Inc.) and
Strawberries Holding, Inc. proposed a consensual joint
liquidating plan of reorganization, dated as of June 30,
1998.

The treatment of claims is briefly re-stated as follows:

Class 1 - Administrative Claims. Estimate of Allowed
Claims: $450,000. Estimate of Recovery is 100% of Allowed
Claim, payable in cash on or about the Effective Date. Not
impaired.

Class 2 - Priority Claims  - Estimate of allowed claims:
$250. Not impaired.

Class 3 - Priority tax Claims - Estimate of allowed
claims: $68,000. Claims are not impaired.

Class 4- Miscellaneous Secured Claims - Estimate of allowed
claims: 0. Claims are not impaired.

Class 5 Secured Claim of Levy - Estimate of Allowed claim -
$2,575,000. Claim is impaired.  If the collateral which
secured the claim is sold prior to the Effective Date, the
Debtors shall transfer to the Holder of the Class 5 Allowed
Claim the first $2,575,000 in net cash proceeds.  If the
collateral is not sold prior to the Effective Date, the
debtors shall transfer the collateral that secured the
claim to the Holder.

Class 6 - Secured Claims of Secured Suppliers - Estimate of
Allowed Claims - $8.8 Million. 15% of Allowed Claim payable
in Cash. Each holder shall receive a pro rata share of
47.62% of Available Cash and a share of the $47.63% of
Excess Available Cash. Claims are impaired.

Class 7 - Secured Claims of Equitable. Estimate of Allowed
Claims - $23 Million. 6% of Allowed Claim payable in Cash.  
The Holder shall receive 45.24% of Available Cash on the
Effective Date, and the same percentage of excess available
cash on the final distribution date.

Class 8 - Estimate of Allowed claims: $109 Million. 4% of
Allowed Claim payable in cash. Holder's pro rata share of
$150,000 and 7.14% of Available Cash and on the final
distribution date Holder's pro rata share of 7.14% of
Excess Available Cash.

Class 9 Old Preferred Stock. No Distribution
Class 10 Old Common Stock. No Distribution
Class 11 Old Options. No Distribution
Class 12 Subsidiary Stock. No Distribution.


MOBILEMEDIA: Seeks Exclusivity Extension To September 30
--------------------------------------------------------
MobileMedia Corp. is seeking an extension of its exclusive
period to solicit acceptances for its reorganization plan
through Sept. 30, and said the company may file an amended
plan based on ongoing talks with creditors. An extension
would enable the pager and personal communications provider
to continue to pursue a consensual plan, while allowing
competing plans would lead to "delays, disruption and
confusion," MobileMedia contended. (Federal Filings Inc.
28-July-98)


MOLTEN METAL: Amends EBITDA, Throughput Covenants
-------------------------------------------------
Molten Metal Technology Inc. and lending agent
Morgens Waterfall Vintiadis & Co. amended their $20 million
debtor-in-possession credit agreement by modifying EBITDA
and throughput covenants through December. The changes
were made to reflect delays in capital improvements at the
environmental technology company's Oak Ridge, Tenn.,
facility and do not effect EBITDA and throughput targets
for 1999. Molten Metal previously commenced a $4 million
improvement program designed to increase throughput by 60%
per month and decrease expenses at the Q-CEP (quantum
catalytic extraction processing) facility, which use
technology to treat nuclear and mixed wastes in order to
reduce volume and contain the radioactive material.
(Federal Filings Inc. 28-July-98)


NAMCO CYBERTAINMENT: Disclosure Statement
-----------------------------------------
Namco Cybertainment, Inc., ("NCI") debtor, provides a
Disclosure Statement to creditors in connection with its
solicitation of acceptance by creditors of its proposed
Second Amended Plan of Reorganization filed on June 29,
1998.

The plan provides that every allowed claim against NCI will
be paid in full in cash promptly following the plan's
Effective Date.  Such payment will include simple interest
accrued on the principal of such claim at an annual rate of
7.8%.

Upon confirmation of the plan, all assets and property of
NCI will vest in the Reorganized Debtor.
The treatment of classes in the plan is as follows:

Class 1 - Secured Claims Estimated Allowed Amount: $60,000
to $120,000

Class 2 - Priority Claims. Estimated Allowed Amount: $0 to
$35,000

Class 3 - Landlord Claims. Estimated Allowed Amount: $1.5
Million to $3 Million.

Class 4 - General Unsecured Claims. Estimated Allowed
Amount: $550,000 to $1.2 Million.

Class 5 - Affiliate Claims.  Estimated Allowed Amount:
$75,000 to $100,000

Classes 1,2,3,4,5 are impaired under the plan.

The plan gives NCI until September 11, 1998 to make its
final decision to assume or reject the Undetermined Leases,
although any lease rejected after August 15, 1998 will
remain in operation through December 31, 1998 at the
Landlord's option.  NCI anticipates that all creditor
distribution provided for in the plan will be paid through
available cash on hand as of the Effective Date and
internally generated cash flow.  NCI has also arranged for
the provision of a $5 million unsecured loan facility by
its parent, Namco Holding Corporation to provide it with
additional liquidity.

The Creditors' Committee, composed of Taubman Landlord:
Gator Forest Partners, Ltd.; ERE Yarmouth; Simon Debartolo
Group and the Pyramid Landlords, and represented by
Skadden, Arps, Slate, Meagher & Flom LLP as its bankruptcy
counsel, unanimously supports the plan.

A hearing to consider the confirmation of the debtor's
amended plan of reorganization is set for August 10, 1998.


ORANGE COUNTY: County Treasurer Had Ties to Merrill Lynch
---------------------------------------------------------
According to documents and previously sealed testimony that
were released last week, Merrill Lynch & Co. courted former
Orange Country Treasurer Robert L. Citron for years before
it handled the county's multi-billion investment account
prior to the county's chapter 9 filing in December 1994,
according to the Associated Press.

Merrill Lynch offered Citron a series of lucrative
investment deals over a seven-year period, and in one
instance took $116,000 in losses when a securities deal
with the county did not materialize. Merrill Lynch, which
has denied any wrongdoing, paid $400 million last month to
settle lawsuits by the county and other agencies in
relation to the chapter 9 bankruptcy that followed the
county's $1.64 billion loss.

In 1995, Citron pleaded guilty to misappropriation of funds
and was sentenced to a year in jail and fined $100,000.
Documents also show that Citron consulted astrological
charts to plot financial market changes in the three years
leading up to the bankruptcy filing. Citron told attorneys
he did not base investment decisions on such information
but that he did consult the star charts. He managed
billions of dollars in deposits from schools, cities and
service districts and purchased risky derivatives
securities.  Citron, who is now 72 years old, acknowledged
that he was worried about his mental health at the
time he was consulting the charts.


USMX OF ALASKA: D.H. Blattner Seeks $2 Million Payment
------------------------------------------------------
The debtors, USMX, Inc. and USMX of Alaska, Inc. own and
operate a heap leach gold mine known as the Illinois Creek
Mine located in Mt. McKinley and Nulato counties, Alaska.

D.H. Blattner & Sons, Inc. ("Blattner") is a hard rock
mining contractor engaged in contract mining for clients in
North America.  Blattner alleges that the debtors are
currently in default in payment for services to Blattner in
the sum of $2,082,974. Blattner filed a Claim of Lien upon
the mineral property known as the Illinois Creek Upland
Mining Lease and Blattner has filed a suit for the purposes
of perfecting its mining liens.  Blattner is seeking relief
from stay in the event that such relief is necessary in
order to pursue its claim against the debtors.


VITALE ENTERPRISES: Seeks to Reject Union Agreement
----------------------------------------------------
Vitale Enterprises, Inc., debtors, seek entry of a court
order authorizing and approving the debtors' rejection of
their collective bargaining agreements with United Food and
Commercial Workers Union Local 1262.

The debtors state that they have mad a proposal to Local
1262 to facilitate its store closures and termination of
employees in a manner which is fair, equitable and
necessary to the debtors' liquidating plan, but Local 1262
has refused to accept the proposal without good cause.  The
debtors believe that the Agreement should be rejected, and
that a bar date should be established 30 days after the
entry of the order for the purposes of asserting damage
claims as a result of the rejection of the Agreement.

                  *********

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

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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.,
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Debra Brennan and Lexy Mueller, Editors.   

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