TCR_Public/990121.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R
    Thursday, January 21, 1999, Vol. 3, No. 14


ADVANCED GAMING: Opposition To Disclosure Statement
AMPACE CORPORATION: Seeks Extension of Removal Period
BRUNO'S INC: To Sell Or Close 14 Stores
COMMERCIAL FINANCIAL: Chase USA Seeks Relief From Stay

CONTINENTAL INVESTMENT: Involuntary Petition Filed
GENEVA STEEL: Considers Chapter 11
HAYES CORP: Dennis Hayes Resigns
JEWELWAY: Legal Notice
JUMBOSPORTS: To Close 17 Under-Performing Stores

LIBERTY HOUSE: Committee Supports Extension of Time
MIDCON OFFSHORE: Trustee Taps Expert Witnesses
NEXTWAVE TELECOM: Seeks 3 Month Exclusivity Extension
PHP HEALTHCARE: Cash Collateral Stipulation
PINNACLE HEALTH: Seeks Time To Assume/Reject Leases

RIO GRANDE INC: Use of Cash Collateral Extended
ROYAL CITRUS: Fights To Stay Financially Afloat
SALANT CORP: Obtains Final Approval For $85M DIP
SANTA FE GAMING: Noteholders File Involuntary Bankruptcy
SCOTT CABLE: Gets Nod For $165 Million Sale

SGL CARBON: Committee Seeking To Dismiss Case
SMARTALK: Files For Chapter 11 Bankruptcy
SOLO SERVE: May File for Bankruptcy or Sell Assets
THE CONCORD: New York Resort Auctioned
UNITED PETROLEUM: Petition Lists $12.4M In Liabilities


The debtors, Access Beyond Technologies, Inc. n/k/a Hayes
Corporation (Hong Kong) Limited, et al., request that the
court reconsider its denial of a motion by Peachtree
Crossings Business Park Associates ("Peachtree") to vacate
the automatic stay in the adversary proceeding between
Peachtree and Hayes Microcumputer Products, Inc.

The debtors claim that Peachtree submitted an order,
entered by the court, providing Peachtree with far greater
substantive rights than what the court ordered at the
hearing.  The debtors argue that the debtors are obligated
to pay contractual rent payments and not that the debtors
are obligated for payment of rent and performance of all
other lease obligations.

The debtors propose the payment of the December 1998 use
and occupancy, timely payment of the use and occupancy for
the succeeding months as adequate protection of Peachtree's

ADVANCED GAMING: Opposition To Disclosure Statement
Bingo Technologies Corporation ("BTC"), is a creditor of
Advanced Gaming Technology, as it loaned the debtor
approximately $1.5 million through various transactions
with the debtor.  In return for the loan, the debtor agreed
to provide BTC a license for the exclusive right to sell,
market, manufacture and distribute two of the debtors'
software products, MAX-PLUS and TURBOMAX for the period of
five years.  Furthermore, the debtor provided BTC with a
list of the debtors' customers who were allegedly using the
product at the time of the agreement.

As part of the agreement, the debtor agrees to indemnify
and hold BTC harmless for any liability arising from BTC's
use of the debtor's product, including but not limited to
liability for infringement of any competitor's patents.

BTC states that the Disclosure Statement fails to address
the indemnification of BTC with respect to the lawsuit
filed for alleged patent infringement by competitors of BTC
and the debtor.  BTC also states that the Disclosure
Statement fails to address whether the debtor intends to
accept or reject the contract between the debtor and BTC
and BTC argues that it is not properly classified as
holding a secured interest in the royalties, pursuant to
the parties' agreement.

AMPACE CORPORATION: Seeks Extension of Removal Period
Ampace Corporation and Ampace Freightlines, Inc., debtors,
seek an order extending the time period within which the
debtors may remove actions.  The debtors seek the entry of
an order extending by an additional 121 days the deadline
for removing actions to the bankruptcy court.  As of the
Petition Date, the debtors were defendants in several civil
cases pending in various courts.  An extension is necessary
to permit the debtors' management and professionals time to
focus on the Chapter 11 cases and to give the debtors a
sufficient opportunity to evaluate the actions and to
determine whether removal of individual actions is

BRUNO'S INC: To Sell Or Close 14 Stores
Bruno's, Inc. announced that it is closing or selling 14
stores.  Six of the stores are located in Alabama,  
five in Georgia and three in Florida.  "The decision
announced today is one of the final phases in our store  
rationalization plan, which has been underway since early
last year as part of our effort to return Bruno's to
profitability.  Since then, we have evaluated each store to
identify those stores in our system which fit into our
overall strategy," said Bruno's Chairman and CEO James A.

"The sale or closing of these stores will put the company
in a stronger financial and operational position," Demme

Bruno's is currently operating as a debtor-in-possession
under Chapter 11 of the United States Bankruptcy Code.  The
plans announced today are subject to a number of
conditions, including approval by the United States
Bankruptcy Court for the District of Delaware.

All affected management personnel are being considered for
positions at other Bruno's locations.  If positions are not
available, Bruno's intends to offer severance packages to
eligible employees.  Approximately 338 full-time and 411  
part-time employees are affected.

After the final disposition of the 14 stores, Bruno's will
own and operate 149 stores in Alabama, Mississippi, Florida
and Georgia.

Stores being closed or sold:

Food Fair:     4812 Avenue W. West, Birmingham, AL

Food World:    409 Racetrack Road NE, Ft. Walton, FL

Food World:    804 Columbus Parkway, Opelika, AL

Food World:    149 Cox Creek Parkway, Florence, AL

Food World:    7765 Airport Highway, Mobile, AL

Food World:    513 Beckrich Road, Panama City, FL

Food Fair:     707 Cherokee Road, Alexander City, AL

Food World:    1153 Gulf Breeze Parkway, Gulf Breeze, FL

FoodMax:       5600 Milgen Road, Columbus, GA

Food World:    406 Highway 231 S., Ozark, AL

FoodMax:       5300 Sidney-Simons Blvd, Columbus, GA

FoodMax:       3113 Napier Square, Macon, GA

FoodMax:       901 W. Ward Street, Douglas, GA

FoodMax:       4015 Northside Drive, Macon, GA

COMMERCIAL FINANCIAL: Chase USA Seeks Relief From Stay
Chase Manhattan Bank USA, NA ("Chase USA") seeks relief
from the automatic stay relating to certain charged-off
creditor receivables that were to have been sold to the
debtor, Commercial Financial Services, Inc. and information
concerning such charged-off receivables in the possession
of Commercial Financial Services ("CFS").

Chase USA was a party to a credit card account purchase
agreement dated November 17, 1997 with CF/SPC NGU, Inc., a
debtor in this case.  In October 1998, the parties agreed
that CFS could purchase Charged-Off accounts in November
and early December 1998.  The package at issue consisted of
charged-off accounts with an aggregate unpaid balance of
$5,166,774. The purchase price was $607,096.  The closing
for this package never occurred due to the filing of the
debtor's Chapter 11 case.  CFS continues to refuse to
advance the purchase price for the package, and Chase USA
now seeks relief from the automatic stay.

CONTINENTAL INVESTMENT: Involuntary Petition Filed
Continental Investment Corporation (OTC Bulletin Board:
CICG) today announced that on January 13, 1999 a group of  
creditors have filed an involuntary chapter 11 bankruptcy
petition against it  in the United States Bankruptcy Court
For The Northern District of Georgia,  Atlanta Division.  
The petition is a lawsuit which seeks to force the Company  
into chapter 11.

The Company has recently been subjected to an onslaught of
litigation precipitated by minority shareholder Stewart
Rahr.  In recent months, certain of Continental's
documents, files, internal records, and attorney-client
privileged materials have been stolen by ex-employees
acting with and on behalf of Stewart Rahr.  Continental is
vigorously opposing the actions of Stewart Rahr and others
acting in concert with him and intends to institute legal
proceedings against Rahr and his group for stock
manipulation and other causes of action.  Continental
believes that a bankruptcy forum may ultimately be the  
appropriate forum to air these grievances.

GENEVA STEEL: Considers Chapter 11
Geneva Steel, Utah County, Utah, failed to make a $9
million interest payment Friday, and it is still
negotiating a restructuring of its debt with major
creditors, according to a newswire report. The company has
about $325 million in debt and has only had one
profitable year since 1992. A meeting with bondholders is
scheduled for this week, but the default on the loan could
lead to the company filing chapter 11. (ABI 20-Jan-99)

HAYES CORP: Dennis Hayes Resigns
Dennis Hayes, who resigned as chairman of Hayes Corp. last
fall, this week resigned from the company's board of
directors, severing his connection to the company that
bears his name, according to Associated Press. The modem
manufacturing company filed its second chapter 11 case in
October and ceased operations Jan. 4. Hayes co-founded the
company and remains its largest individual shareholder.
(ABI 20-Jan-99)

JEWELWAY: Legal Notice
JewelWay International Inc. published a legal notice in the
Wall Street Journal, January 20, 1999 advising claimants or
potential claimants to file a notice of appearance with the
bankruptcy court.  The notice states that as of the date of
this notice the Unsecured Creditors' Committee is not
represented by legal counsel.

JUMBOSPORTS: To Close 17 Under-Performing Stores
JumboSports Inc. (OTC Bulletin Board: JSIBQ) today
announced that it is closing 17 under- performing stores in
12 states in an effort to reduce operating costs and focus
the Company's resources on a profitable core of stores.  
Following the closure of the 17 stores, JumboSports will
operate 42 stores in 18 states.

Today's announcement is consistent with JumboSports'
business plan and efforts to improve overall Company
performance.  The stores slated for closure were  
selected based on a number of factors including strength of
the Company's competitive position in individual markets,
growth prospects of the individual stores and store

"Closing these under-performing stores is an integral part
of our effort to restore our financial health and improve
operational performance," said Jack Bush, Chairman and
Chief Executive Officer of JumboSports.  "In effect, we are  
monetizing these unprofitable assets and using the proceeds
to reduce our long-term debt while we move forward with a
core of solid performers."

The Company owns eight of the 17 closing stores, and has
begun negotiations with a number of interested parties
regarding the sale of these properties.  An orderly
liquidation of inventory is expected to begin shortly,
following Bankruptcy Court approval.  Management noted it
expects to generate net cash proceeds of approximately $30
million from inventory liquidation of the 17 stores, which
will be used to reduce long-term debt.

As previously announced, JumboSports, with the support of
its ad hoc bondholder committee, filed a voluntary petition
under Chapter 11 of the Bankruptcy Code in order to
facilitate a planned financial restructuring.  The Company
has also recently announced that it has reached a
preliminary agreement with Foothill Capital Corporation, as
agent, on the economic terms of a $135 million Debtor In
Possession (DIP) financing agreement.  The DIP facility
steps down to $110 million following the receipt of
proceeds from the liquidation of closing store  
inventories, and is subject to the execution of definitive
documents by the  parties and the receipt of Bankruptcy
Court approval.

Ray Springer, Chief Financial Officer of JumboSports said,
"We are pleased with Foothill Capital's decision to provide
us with DIP financing."  He added, "The funds generated
from the DIP, coupled with the proceeds received from the  
unprofitable assets, position JumboSports well in
implementing an effective reorganization plan, which in
turn should set the stage for a quick emergence  
from Chapter 11."

Closing Stores

Store #11, 6777 Winchester Road, Memphis, TN

Store #34, 5070 Virginia Beach Blvd., Virginia Beach, VA

Store #39, 4285 North Academy Blvd., Colorado Springs, CO

Store #45, 21697 State Road 7, Boca Raton, FL

Store #49, 3600 MacArthur Blvd., New Orleans, LA

Store #51, 3830 Austin Peay Highway, Memphis, TN

Store #53, 11249 Pines Blvd., Pembroke Pines, FL

Store #54, 2101 W. Shepherd, Chattanooga, TN

Store #59, 7255 East Broadway Blvd., Tucson, AZ

Store #65, 5000 West War Memorial, Peoria, IL

Store #66, 6315 Illinois Rd., Ft. Wayne, IN

Store #68, 3800 East 53rd Street, Davenport, IA

Store #71, 13460 Admiral Park Blvd., Ft. Myers, FL

Store #75, 5695 Wilmington Pike, Centerville, OH

Store #79, 10510 Cadillac St., Pineville, NC

Store #87, 2455 International Speedway Blvd., Daytona    
Beach, FL

Store #93, 2909 Washington Road, Augusta, GA

Tampa-based JumboSports Inc. operates 42 sporting goods
superstores in 18 states, not including 17 stores set for
closure in 1999.  The Company is a full-line retailer of
quality name brand sports equipment, athletic apparel and

LIBERTY HOUSE: Committee Supports Extension of Time
The Official Committee of Unsecured Creditors of Liberty
House, Inc. supports the debtor's motion for an order
extending the debtor's time to assume, assume and assign or
reject approximately 30 unexpired non-residential real
property leases until May 31, 1999.  The Committee states
that the additional time is necessary to allow the debtor
and the Committee to meaningfully assess the value of the
leases.  In order to do so, substantial additional data on
the profitability of each of the various stores must be
analyzed to allow for an informed determination on which
stores should be retained by the reorganized debtor.  The
debtor is expected to present its long-range business plan
to the major constituencies in this case later this month.
The committee and the debtor need additional time to
examine each store and their revenues, particularly the
revenues generated during the past holiday selling season.

The Committee states that this case is exceptionally
complex and involves a large number of remaining leases.
The leases are complicated, involving multi-party
collateral agreements with lenders, developers and other
entities, which add to the difficulty in evaluating the

MIDCON OFFSHORE: Trustee Taps Expert Witnesses
Sheila Macdonald, trustee for the Chapter 11 Estate of
Midcon Offshore, Inc. seeks to employ H.J. Gruy &
Associates, Inc. as an expert witness on oil and gas
matters in connection with confirmation of the proposed
plan of reorganization.  Specifically, the firm would
provide testimony on the subject of the fair market value
of Louis Dreyfus Natural Gas Corporation's interest in West
Delta 152 in December of 1995.  The fee of the firm is
subject to a high estimate budget of $24,115.

Macdonald is also seeking to employ Mann, Frankfort, Stein
& Lipp, PC to provide expert witness services on accounting
and Generally Accepted accounting principles in connection
with confirmation of the plan in connection with testimony
in an adversary proceeding against Louis Dreyfus Natural
Gas Corporation.  Specifically the firm would testify on
the subject of the net book value of the same interest of
Louis Dreyfus Natural Gas as above referenced, on April 30,
1995.  The firm is subject to the same high estimated
budget of $24,115.

NEXTWAVE TELECOM: Seeks 3 Month Exclusivity Extension
NextWave has asked the court for a three-month exclusivity
extension, saying a settlement of ongoing litigation with
the Federal Communications Commission is unlikely.  "Prior
to the completion of the discovery phase of the Adversary
Proceeding, [reorganization] plan formulation is
difficult," Nextwave asserted in a Jan. 15 motion.  The
suit is scheduled to go to trial "within a week or so" of
the final pretrial conference.  "Although [Nextwave] would
be interested in a consensual resolution of the Adversary
Proceeding with the FCC, [Nextwave] has no reason to
believe a settlement is imminent," the motion adds.  The
motion seeks an extension of Nextwave's exclusive periods
to file a plan and solicit plan acceptances through May 10
and July 9, respectively.  (Federal Filings Inc. 20-Jan-99)

PHP HEALTHCARE: Cash Collateral Stipulation
A stipulation was entered into between PHP Healthcare
Corporation as debtor and NationsBank N.A. a partially
secured creditor of the debtor.

On November 25, 1998, NationsBank provided post-petition
financing to the debtor as evidenced by an unsecured demand
note, in the original principal amount of up to $1.25
million.  This stipulation provides for the debtor's
consensual use of the cash collateral and the collateral
and for the adequate protection of NationBank's asserted
interest therein.  For each week until the week of February
26, 1999, the debtor is limited to a certain cash flow.  
The final week being a sum of $6,486.  Permitted expenses
may not exceed $800,000 per month or $2.6 million in the

The debtor holds an escrow account with a balance of $6.793
million. NationsBank asserts that all of the proceeds
escrow constitutes its cash collateral.

The debtor stipulates that at least $4,793 constitutes the
Cash Collateral.

PINNACLE HEALTH: Seeks Time To Assume/Reject Leases
PHP Healthcare Corporation, a creditor in the Chapter 7
case of Pinnacle Health Enterprises LLC ("PHE") and the
Official Unsecured Creditors' Committee of PHP's Chapter 11
bankruptcy case request the entry of an order extending the
time within which Pinnacle Health Enterprises, LLC may
assume or reject executory contracts and unexpired leases
of nonresidential property.

As of the petition date, PHE was party to approximately
seventeen unexpired leases of nonresidential real property,
and various executory contracts. Since the Interim Trustee
to PHE's estate resigned, no real analyses have been
performed that would evaluate the economics of the leases
and contracts.

The movants argue that it is critical that PHE be afforded
sufficient time to analyze each of the unexpired leases to
determine whether the unexpired leases should be assumed or
rejected.  The parties seek to extend the period through
and including March 5, 1999 with the hope that a new
Chapter 7 trustee will be appointed, and that a proper
analysis of each lease and executory contract be made.

PHP Healthcare Corporation and the Unofficial Unsecured
creditors' Committee of PHP's chapter 11 case request that
the same extension be granted with respect to the debtor
PHP JN MSO, Inc.  This debtor was, as of the petition date,
party to approximately five unexpired leases of
nonresidential real property and various executory
contracts.  The reasoning for the extension and the
requested date of extension are the same as for PHE.

RIO GRANDE INC: Use of Cash Collateral Extended
Rio Grande< Inc. and its affiliated debtors and EXCO
Resources, Inc., the secured creditor, agree to extend the
agreed order regarding the limited use of cash collateral
to The occurrence of a Termination Event or January 31,
1999, at which time all of the debtors' authority to use
Cahs collateral shall terminate unless extended by a joint
written notice executed by the Secured Creditor and the
debtors.  The February 1999 budget provides for an income
loss from operations of $72,157.

ROYAL CITRUS: Fights To Stay Financially Afloat
The Press Enterprise Co. reports that only a few years
after building a huge, state-of-the-art packing house in
Riverside, Ca., Royal Citrus is struggling to stay in

The company has called separate meetings with vendors and
growers asking for 90 days in which to make good on its
debts, according to growers who depend on the company to
pack and market their fruit.

Last week, Royal Citrus shut down its packing operations
for at least a month, sources say, sending more than 200
workers home.

The company is blaming its troubles in part on the
quarantine imposed late last year on 180 square miles in
southwestern Riverside County following the trapping of
Mediterranean fruit flies.

Ironically, Royal Citrus' business slump follows the
company's $8 million investment in a plant expansion and
renovation.  Now, it appears that the restructuring may
include some downsizing to cut costs.

SALANT CORP: Obtains Final Approval For $85M DIP
Salant Corporation (NYSE: SLT) announced that it has
obtained final approval from the Bankruptcy Court
for the  Southern District of New York for its $85 million
debtor-in-possession credit  facility from its working
capital lender, The CIT Group/Commercial Services, Inc.

As previously announced, Salant has also received and
accepted an $85 million financing commitment from CIT that
would replace the debtor-in-possession credit facility upon
completion of Salant's restructuring.  

SANTA FE GAMING: Noteholders File Involuntary Bankruptcy
Santa Fe Gaming Corp., Las Vegas, said that Hudson Bay
Partners and two other holders mortgage notes for its
subsidiary Pioneer Finance Corp's, filed the petitions to
place the operator of the Pioneer Hotel & Gambling Hall in
Laughlin, Nev. and Las Vegas' Santa Fe Hotel & Casino in
bankruptcy, according to Reuters. Santa Fe's management
said the filing will not affect day-to-day operations, and
that the petitions do not meet the requirements for an
involuntary filing. In November, Pioneer accepted consents
from holders of about 75 percent of the $60 million
principal amount of the outstanding notes, and that Pioneer
Financial agreed to file for bankruptcy and get
the notes reissued under a reorganization plan. On Jan. 4,
Hudson Bay Partners advised Santa Fe that it held $4.7
million of the notes and did not consent to the
reorganization. Santa Fe intends to seek such damages as
provided by the Bankruptcy Code, which may include costs or
reasonable attorney fees and possible punitive damages.
(ABI 20-Jan-99)

SCOTT CABLE: Gets Nod For $165 Million Sale
The court has authorized the $165 million sale of Scott
Cable Communications, Inc. to InterLink Communications
Partners LLLP outside the context of a reorganization plan,
just weeks after the court denied confirmation of the cable
operators proposed plan.  The consummation of the sale to
InterLink was essential in order to maximize the value of
the estate, according to Scott Cable. (Federal Filings Inc.

SGL CARBON: Committee Seeking To Dismiss Case
The official committee of unsecured creditors is seeking to
dismiss SGL Carbon's Chapter 11 case, claiming that the
case was filed simply to shield the company from an
avalanche of antitrust litigation.  "The recent Chapter 11
filing of SGL U.S. is a bald attempt by its German parent
to exploit the U.S. bankruptcy laws for its own purely
tactical ends: frustrating the prosecution of the civil
antitrust claims and seeking to shield the equity of its
U.S. subsidiary from these claims," the panel's Jan. 12
motion charges.  The panel asserted that SGL's bankruptcy
filing ultimately has its roots in a criminal probe
launched in early 1997 by the U.S. Department of Justice
into allegations of price fixing and other anti-competitive
practices in the industry. (Federal Filings Inc. 20-Jan-99)

SMARTALK: Files For Chapter 11 Bankruptcy
SmarTalk TeleServices Inc and 19 affiliates  
filed for chapter 11 protection late Tuesday in the U.S.
Bankruptcy Court in  Delaware.

In court papers, the company listed assets of $406.3
million and debts of $226.9 million, including $150 million
in subordinated debt.

Among the 20 largest unsecured creditors are 1,000 holders
of $150 million in notes with Wilmington Trust Co of
Delaware the agent.

The remaining unsecured debt is in trade claims including a
disputed one for $11.5 million held by Philips Consumer
Communications LLP of St. Louis, Missouri, and an $11.0
million claim by Frontier Corp of Rochester, New York.

AT&T said Tuesday it had agreed to buy SmarTalk for up to
$192.5 million, which is subject to being adjusted down at
closing, and has provided debtor-in-possession financing.

The deal, expected to close in the first quarter of 1999
while the bankruptcy case is pending, will require approval
by the bankruptcy court and regulatory agencies.

SmarTalk, of Dublin, Ohio, provides prepaid
telecommunications products and services, primarily through
its SmarTalk prepaid phone card. Owners of five percent or
more of SmarTalk stock are Fletcher International
Ltd, Robert Lorsch, and Victor Grillo Jr.

SmarTalk owns all the stock of the 19 affiliates which are
also in chapter 11 protection. They include: Worldwide
Direct Inc, ConQuest Telecommunication Services Corp,
SmarTalk USPS Sales Co, GTI Telecom Inc, USA
Telecommunications Services Inc, SmarTel Communications
Inc, SMTK NY-1 Corp, Creative Network Marketing Inc, and
several similarly named entities.

SOLO SERVE: May File for Bankruptcy or Sell Assets
Solo Serve Corp., San Antonio, may have to sell all or some
of its assets or file for bankruptcy if it is unable to
obtain additional credit soon, according to The Express
News. The off-price retailer cites a liquidity problem and
said that it filed a document with the Securities and
Exchange Commission last month that it is seeking
additional debt or equity financing. The company, which
employs about 950 people in Texas and Louisiana,
specializes in selling a wide range of apparel and
accessories at discounted prices. Increased competition
from Target and Wal-Mart has severely affected
the company, along with hurricanes and floods forcing the
temporary closure of some stores during the past year. Solo
Serve has filed chapter 11 before; it filed in July 1994
and emerged from bankruptcy one year later. Since then the
company has struggled with poor sales and increasing
losses. Solo Serve posted a net loss of $2.84 in the
quarter ending Oct. 31. (ABI 20-Jan-99)

THE CONCORD: New York Resort Auctioned
The Concord Hotel the largest of the Catskills'
famed "Borscht Belt" hotels has been auctioned off for
$10.25 million.

The investment group Concord Associates LLP made the bid
during a federal bankruptcy auction Tuesday, said Sullivan
County Manager Jonathan Drapkin.

The Concord closed its doors in November after operating
under Chapter 11 bankruptcy proceedings for more than a
year. Like many other upstate New York hotels, the
Concord's heyday was in the 1920s and '30s when thousands
of tourists visited the area.

With 1,220 rooms, a 2,000-seat dining area, 40 tennis
courts and three swimming pools, the Concord, about 75
miles north of New York City, also was a proving ground for
dozens of comedians and crooners.

The new investors, headed by New York City real estate
developer Joseph Murphy, intend to run the Concord as a
modern hotel, said Glen Pontier, a spokesman for Sullivan

UNITED PETROLEUM: Petition Lists $12.4M In Liabilities
The chapter 11 petition of United Petroleum Corp., filed
last week in the U.S. Bankruptcy Court in Wilmington, Del.,
lists assets and liabilities of $8.4 million and $12.4
million, respectively. The filing, which does not include
either of the Knoxville, Tenn.,-based energy holding
company's two operating subsidiaries, Calibur Systems Inc.
and Jackson-United Petroleum Corp., did not indicate
whether funds would be available for distribution to
unsecured creditors. The company announced it would file a
reorganization plan within the next 10 days that would,
among other things, convert all of its debentures
and preferred stock to new common stock. The plan has
received preliminary approval from all the company's
secured debt holders and the majority of holders of its
debentures and preferred stock, but will be subject to
creditor and court review and approval.
(The Daily Bankruptcy Review and ABI Copyright c January
20, 1999)    


S U B S C R I P T I O N   I N F O R M A T I O N     

Troubled Company Reporter is a daily newsletter, co-
published by Bankruptcy Creditors' Service, Inc.,
Princeton, NJ, and Beard Group, Inc., Washington, DC.  
Debra Brennan and Lexy Mueller, Editors. Copyright 1998.  
All rights reserved.  ISSN 1520-9474.  

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

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