FORM 3
           U.S. SECURITIES AND EXCHANGE COMMISSION     _____________________
                   WASHINGTON, D.C.  20549            |    OMB APPROVAL     |
                    INITIAL STATEMENT OF              |_____________________|
             BENEFICIAL OWNERSHIP OF SECURITIES       |OMB NUMBER: 3235-0104|
                                                      |EXPIRES:             | 
                                                      | SEPTEMBER 30, 1998  |
         Filed pursuant to Section 16(a) of the       |ESTIMATED AVERAGE    |
           Securities Exchange Act of 1934,           |BURDEN HOURS         |
          Section 17(a) of the Public Utility         |PER RESPONSE 0.5     |
            Holding Company Act of 1935               |_____________________|
         or Section 30(f) of the Investment
                Company Act of 1940
   ___________________________________________________________________________
   1. Name and Address of Reporting Person
             WEXFORD SPECTRUM INVESTORS LLC
                                                                            
          (Last)                      (First)                    (Middle)
                       411 West Putnam Avenue, Suite 125
      ________________________________________________________________________
                                     (Street)
             Greenwich                Connecticut              06830
      ________________________________________________________________________
          (City)                      (State)                      (Zip)

   ___________________________________________________________________________
   2. Date of Event Requiring Statement (Month/Day/Year)
      January 13, 1998
   ___________________________________________________________________________
   3. IRS OR SOCIAL SECURITY NUMBER OF REPORTING PERSON (VOLUNTARY)
   ___________________________________________________________________________
   4. Issuer Name and Ticker or Trading Symbol
      Complete Wellness Centers, Inc. (CMWL)
   ____________________________________________________________________________
   5. RELATIONSHIP OF REPORTING PERSON(S) TO ISSUER (CHECK ALL APPLICABLE)
    (  ) DIRECTOR
    (X ) 10% OWNER   
    (  ) OFFICER (GIVE TITLE BELOW)
    (  ) OTHER (SPECIFY TITLE BELOW)
    _____________________________________
   ____________________________________________________________________________
   6. IF AMENDMENT, DATE OF ORIGINAL (MONTH/DAY/YEAR)
   ____________________________________________________________________________
   7. INDIVIDUAL OR JOINT/GROUP FILING (CHECK APPLICABLE LINE)
      _x_FORM FILED BY ONE REPORTING PERSON
      __FORM FILED BY MORE THAN ONE REPORTING PERSON

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   TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
   ____________________________________________________________________________
   |1. TITLE OF SECURITY|2. AMOUNT OF   |3. OWNERSHIP  |4. NATURE OF INDIRECT  |
   |   (INSTR. 4)       |   SECURITIES  |   FORM DIRECT|   BENEFICIAL OWNERSHIP|
   |                    |   BENEFICIALLY|   DIRECT (D) |   (INSTR. 5)          |
   |                    |   OWNED       |   OR INDIRECT|                       |
   |                    |   (INSTR. 4)  |   (I) (INSTR.|                       |
   |                    |               |   5)         |                       |
   |____________________|_______________|______________|_______________________|
   Senior Redeemable      20,000 shares    Direct
   Preferred Stock, par      
   value $.01 per share(1)

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   TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED
          (E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
   ____________________________________________________________________________
   1. Title of Derivative Security (Instr. 4)
     Common Stock Purchase Warrants 
   ____________________________________________________________________________
   2. Date Exercisable and Expiration Date (Month/Day/Year)
               1/13/98(2)                                  1/12/05        
            Date Exercisable                          Expiration Date
   ____________________________________________________________________________
   3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)
      Common Stock, par value $.0001665 per share              570,000(3) 
                   Title                         Amount of Number of Shares
   ____________________________________________________________________________
   4. Conversion or Exercise Price of Derivative Security
      $1.75 per share(3)
   ____________________________________________________________________________
   5. Ownership Form of Derivative Security: Direct(D) or Indirect(I)(Instr. 5)
      Direct
   ____________________________________________________________________________
   6. Nature of Indirect Beneficial Ownership (Instr. 5)
       

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      EXPLANATION OF RESPONSES:

        (1) The Senior Redeemable Preferred Stock, par value $.01 (the
   "Preferred Stock"), of Complete Wellness Centers, Inc. (the
   "Corporation") was issued pursuant to a Certificate of Designation,
   Preferences and Rights filed with the Secretary of State of Delaware
   on January 12, 1998 (the "Certificate of Designation"). In addition to
   the 20,000 shares of Preferred Stock issued to the Reporting Person,
   80,000 shares were issued to Imprimis Investors LLC ("Imprimis"), a
   related person. The Preferred Stock has a liquidation preference of
   $50.00 per share plus accumulated and unpaid dividends (the
   "Liquidation Preference"), and entitles its holders to annual cash
   dividends equal to (i) in the case of dividends accruing on or prior
   to December 31, 2000, 8% of the Liquidation Preference, or, if such
   payment in cash is not then made, 10% of the Liquidation Preference
   and (ii) in the case of dividends accruing after December 31, 2000,
   12% of the Liquidation Preference thereof on the relevant payment date
   payable in cash. The Preferred Stock ranks senior to any other class
   of stock of the Corporation. The Preferred Stock is mandatorily
   redeemable on the earlier of December 31, 2000 and the date of
   completion of any financing (subject to certain exceptions) greater
   than $5,000,000 by the Corporation or its subsidiaries after the
   initial date of issuance of the Preferred Stock. The Preferred Stock
   is also redeemable in the event of a breach by the Corporation of its
   agreements under an Investment Agreement, dated January 12, 1998,
   among the Reporting Person, Imprimis, and the Corporation or a breach
   under the Certificate of Designation. The Certificate of Designation
   also provides that the Corporation shall take necessary actions to
   ensure that a designee of the holders of Preferred Stock is on the
   Board of Directors of the Corporation.

        (2) Warrants exercisable for an aggregate of 2,850,000 shares of
   common stock, par value $.0001665 per share (the "Common Stock"), of
   the Corporation are held by the Reporting Person and Imprimis. The
   Warrants are exercisable through January 12, 2005. Of such Warrants,
   Warrants for an aggregate of 1,350,000 shares of Common Stock can be
   exercised at any time prior to December 31, 1998; Warrants for an
   additional 300,000 shares of Common Stock can be exercised at any time
   beginning January 1, 1999; Warrants for an additional 600,000 shares
   of Common Stock can be exercised at any time after April 1, 2000; and
   Warrants for an additional 600,000 shares of Common Stock can be
   exercised at any time after March 31, 2001, in each case to the extent
   not redeemed by the Corporation. The Warrants that cannot be exercised
   prior to each of these dates are subject to redemption by the
   Corporation, at a redemption price of $.01 per Warrant,as and when
   certain financial targets are met. Warrants cannot be exercised to the
   extent that such exercise would result in the Reporting Person and
   Imprimis owning, in the aggregate, in excess of 50% of the outstanding
   shares of the Corporation, after giving effect to the exercise of the
   Warrants.

        (3) The exercise price of the Warrants is subject to a one-time
   reduction of $0.25 per Warrant if the Corporation fails to register
   Common Stock for which the Warrants can be exercised pursuant to a
   Registration Rights Agreement, dated as of January 12, 1998, among the
   Corporation, the Reporting Person and Imprimis. The number of shares
   of Common Stock issuable and the exercise price are also subject to
   adjustment under customary anti-dilution provisions.

        WEXFORD SPECTRUM INVESTORS LLC
   **  SIGNATURE OF REPORTING PERSON 
      
      By:  /s/ Arthur H. Amron                       January 23, 1998
      Name:  Arthur H. Amron                               DATE         
      Title: Vice President
             
   _____________________________

      **  INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACTS CONSTITUTE FEDERAL
          CRIMINAL VIOLATIONS.
          SEE 18 U.S.C. 1001 AND 15 U.S.C. 78FF(A).

     NOTE: FILE THREE COPIES OF THIS FORM, ONE OF WHICH MUST BE MANUALLY
     SIGNED. IF SPACE PROVIDED IS INSUFFICIENT, SEE INSTRUCTION 6 FOR
     PROCEDURE

     POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF
     INFORMATION CONTAINED IN THIS FORM ARE NOR REQUIRED TO RESPOND
     UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB NUMBER.
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