Issue 16 for the week of May 1, 1996

The Dealmakers Issue Number 16 for the week of May 1, 1996.

My Way by Ted Kraus

It's DealMaking time again and 15,000 of our closest friends will gather to look for a job, wheel, deal and pray this is the year they make that really big "hit" in Vegas. All I can say is good luck to everyone, both at the tables and booths. This has to be one of the most confusing times in the 25 years I've been in the business. Retailers are having a tougher time than ever when it comes to profitability and sales, yet their occupancy costs continue to escalate to levels they never believed possible. Who would have thought a 100,000 sq.ft. user would or could afford to pay $15-$22 psf net in rent.

Competition between retailers is becoming keener and meaner and while bankruptcy is eliminating some competition, new big box users are popping up at every corner to replace those retailers that failed. I'm writing this at the beginning of April and I'm willing to bet there will be several major bankruptcies between now and the start of the convention just 30 days away. Yet with all the high rents being obtained, developers/owners seem to be struggling also (at least we're in it together).

The only "hot spot" appears to be "minority" areas, retailers seem to have discovered the black and Spanish market and are running over themselves to make a deal, especially apparel tenants.

Unfortunately, another "record" being set is the number of real estate people either "on the street" or about to be. This predicament, I feel, will get worse, not better, in the near future. A day doesn't go by that I don't get a least one call, sometimes five, asking if I knew of any companies looking to hire. What I find "interesting" is often the people calling are the "corporate" types who always told me how "lucky" I was to make the big bucks as a broker (Ann must have a boyfriend on the side and is spending all the money on him), while they were "limited" in their income potential because of their job. I usually offer them an opportunity to work with us as a salesperson and make their fortune. They then want to know what we're paying. I explain "commission only" and I'm immediately told they need at least $100,000 plus car plus expenses plus whatever. I explain that if they're as good as they claim, they can make a lot more than the $100,000. That's when the conversation usually ends. In the near future, many of them won't have a choice, either they have to shoot craps at being a broker or get into another field. Yes, it can be tough for a 50 year old, overweight male to get a job, and having two kids in college doesn't help, but no one ever said life was fair or easy.

What really scares me is on a recent trip, I came across, within a mile of one another, a closed Sam's, Home Depot, Media Play and PetsMart and I think this is going to become a major trend for the immediate future. Of course for every vacancy, there's a young Les Wexler or Sam Walton with a great idea for a new retail concept, the problem is finding 'em. A friend of mine came up with an idea he's about to try. He's leasing 20 "big box" spaces of 50,000-100,000 sq. ft. The properties, to say the least, are not desirable and he's contacted everyone he can think of, done mass mailings, broadcast fax, exhibited at the ICSC's shows, advertised in trade and local publications and prayed. None have worked, so he's (we'll probably share a booth with him, for $1200, I'll shoot craps) going to exhibit at the National Association of Industrial Parks, NACORE and The Realtors Association convention, hoping to find an alternative use. The properties don't make sense to remain retail, but hopefully there's still a use left for 'em. His clients can't say he isn't trying. Alternate use should be playing a major role in our industry's future. Just between Wal*Mart and Kmart there must be at least 20 to 35 million sq.ft. of "retail" vacancies that no one wants (most have been on the market so long that many brokers don't want to work on 'em without a retainer). If you can't lease it as retail, then industrial, self storage or anything else starts to look good. I'll let you know what the outcome is.

The news about DeBartolo and Simon merging is old by now, but I still feel a need to comment. In the long run, it won't work or at least it won't work to the extent DeBartolo and Simon thought it would initially. Neither company has been doing that well lately and combined they won't do any better. Besides the mall business being off in general, these two giants have been struggling to survive in these hectic times (but we won't have to take up a collection for Simon or DeBartolo family in the near future).

Both companies lack the entrepreneurial spirit that the original founders brought to the industry. One thing the government has shown, big is not better, in fact in most cases, bigger is worse. Both companies seem to lack direction lately and further complicating matters was/is that both companies are public, which limits their ability to wheel and deal, which is what made this industry work from the start. "In the beginning" nothing was done by the book when centers were first being developed, now it appears everything has to be done that way and that's one of the major reasons most malls are boring and not as productive as they could be. When you require three levels of management to approve a "deal" something gets lost, usually the deal.

I think, within the next 18 months, weaker projects of this combined dinosaur will be sold off to more entrepreneurial groups that will be better positioned to turnaround a problem mall.

A friend of mine, David Hinkle of Book Market and I were discussing this merger and David made one statement I agree with 100%; the "new" company should hire a new CEO who is a retailer by trade, not a developer. No matter what they say, the new company's future will not be in developing malls but rehabbing and re-merchandising what they have. Therefore, they are not a development company any more, that's their side business, with retailing being their primary business. Yes, money to rehab and expand will come easier, but large organizations seem to be more excited about putting in a skylight than attracting a unique, smaller retailer who can't pay top rent. Better to put in a tenant at $22 psf that is in every other mall in North America than make a deal at $15 for someone unique and that will differentiate your center from the next is the current thinking. Today, the phrase "tenant mix" means finding a tenant that you can toss into your center, not necessarily blend or compliment.

If they could attract a strong retailer to run the company (they have enough money, so that shouldn't be a factor), one with a "flair' for merchandising and understanding when and how to promote or the use of "loss leaders," then some of their centers which are now marginal can be turned around.

I'm not being anti- DeBartolo or Simon, both are fine companies who try hard, but so did Jimmy Carter, success just seems to elude them often. This a predicament that is confronting not just Simon and DeBartolo, but all these mega mergers. The problem is that mall development has a limited future, so all these REITs have the dilemma of "what can they do to prove to the stock market that they have social redeeming value and their stock should go higher?" Some have tried developing in other countries but that didn't work out well; some are going into developing the "Mega Off Price Malls," but that has a limited growth potential; some think that entertainment centers are the future (they are not), but acquisition still keeps coming up as the number one way to grow (unfortunately, usually fatter, not better as the concept is meant to be).

Before I forget, if you're into acquisitions, sale or financing of commercial real estate, drop by our booth at 612 Sixth Avenue and pick up a copy of Real Estate Investors Classified, our bi-monthly publication which lists commercial real estate for sale, nationwide, the acquisition requirements of buyers, and financing needs/sources. You can even start a free trial subscription to it. Oh, don't forget, if you "surf the net," visit our Home Page at http://www.dealmakers.net. You can now list for free, your commercial property for lease or sale. The price is right and it's accessible by the entire world, so what do you have to lose? I don't know if this show will have a record attendance, but turnout will be good so don't let this opportunity pass you by.

Apparel Retailers Seeking Locations Nationwide

Sparko Fashion Stores, Inc. trades as Sparko Fashion at 43 locations in AL, AR, GA, KY, LA, MO, MS and TN. The stores, selling women's apparel and accessories at off-price points, occupy spaces of 3,000 sq.ft. in regional malls, power and strip centers. Plans call for five openings in the coming 18 months. Expansion will take place within the existing markets.

For more information, contact Edward Tucker, Sparko Fashion Stores, Inc., PO Box 490, Belmont, MS 38827; 601-454-9371, Fax 454-9732.

Bert's Men & Boys operates 10 locations in AR and TN. The stores, selling men and boys apparel, occupy spaces of 2,500 sq.ft. to 3,000 sq.ft. in regional malls and strip centers. Plans call for two openings in the coming 18 months. Expansion will take place in the Southern region.

For more information, contact Larry Wolf, Bert's Men & Boys, 99 South Main Street, Memphis, TN 38103; 901-527-9542, Fax 527-6402.

Kenar Ltd. trades as Nicole Matthews at six locations in NJ and NY. The stores, selling better lines of ladies sportswear, occupy spaces of 2,000 sq.ft. in outlet, power and specialty centers. Growth opportunities are sought in the existing markets.

For more information, contact Wendy Matar or Paul Cote, Kenar Ltd., 380 Route 46 East, Totowa, NJ 07512; 201-256-2156, Fax 256-7077.

United Fashions of Texas Ltd. trades as Melrose at 42 locations in TX. The women's and children's apparel stores occupy spaces of 4,000 sq.ft. to 6,000 sq.ft. in power and strip centers. Plans call for five openings in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Reuben Bar Yadin, United Fashions of Texas Ltd., 4629 Macro Road, San Antonio, TX 78218; 210-662-7140.

Maurice Corp. trades as Maurice The Pants Man at nine locations in MA. The stores, selling brandname men's pants and jeans at moderate price-points, occupy spaces of 5,000 sq.ft. to 6,000 sq.ft. in freestanding facilities and strip centers. Preferred anchors include Home Depot, OfficeMax, Marshalls and Caldor. Growth opportunities are sought in the existing market.

For more information, contact Ria McNamara, c/o The Bayliss Company, Inc., 1000 Boston Turnpike, Shrewsbury, MA 01545; 508-845-5000, ext. 303, Fax 842-6100.

Ross Stores, Inc. trades as Ross Dress For Less at 292 locations in CA, OR, WA, NM, AZ, NV, FL, TX, ID, GA, PA, MD, VA, CO, HI, NJ and OK. The apparel stores occupy spaces of 28,300 sq.ft. in downtown store fronts, regional malls, power and strip centers. Plans call for as many as 15 openings in the coming 18 months. Expansion will take place in the existing markets as well as VT.

For more information, contact Gregg McGillis, Ross Stores, Inc., 8333 Central Avenue, Newark, CA 94560; 510-505-4764, Fax 505-4174.

Young America, Inc. trades as American Man and Zips at seven locations in IA, ND and SD. The stores, selling apparel for men in the 16 to 30 year-old age bracket, occupy spaces of 2,500 sq.ft. to 3,000 sq.ft. in regional malls. Plans call for five openings in the coming 18 months. Expansion will take place in MN and WI.

For more information, contact Craig Fink, Young America, Inc., PO Box 2068, Minot, ND 58702; 701-852-6500, Fax 852-5311.

The Cato Corp. trades as Cato Fashion and Cato Plus at 557 locations in AL, AR, DE, MD, NC, TN, VA, WV, LA, MS, OK, TX, GA, SC, IN, KS and OH. The stores, selling women's, junior, missy and large size apparel, occupy spaces of 5,000 sq.ft. to 6,000 sq.ft. in power, specialty and strip centers. Preferred anchors include Kmart, Wal*Mart and supermarkets. Plans call for as many as 25 openings in the coming 18 months. Expansion will take place in AL, AR, DE, FL, GA, IN, KS, KY, LA, MD, MO, MS, NC, OH, OK, SC, TN, TX, VA and WV.

The Cato Corp. also trades as It's Fashion at 126 locations in AL, AR, FL, GA, LA, MS, NC, SC, TN and VA. The stores, selling first quality, in-season, fashion apparel and accessories for the family at low price points, occupy spaces of 3,000 sq.ft. to 4,000 sq.ft. in strip centers. Plans call for as many as 25 openings in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Gordon Smith, The Cato Corp., 8100 Denmark Road, Charlotte, NC 28273-5975; 704-554-8510, Fax 551-7594.

Luskey's Western Stores, Inc. operates 10 locations in TX. The stores, selling Western wear for men and women, occupy spaces of 9,000 sq.ft. in freestanding facilities and strip centers. Plans call for as many as two openings in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Butch Luskey, Luskey's Western Stores, Inc., 101 North Houston Street, Fort Worth, TX 76102; 817-335-5833, Fax 332-7206.

Victory Systems, Inc. trades as T-Shirts Plus at 100 locations nationwide. The stores, selling imprintable sportswear, occupy spaces of 800 sq.ft. to 2,500 sq.ft. in regional malls, outlet and power centers. Growth opportunities are sought nationwide.

For more information, contact Don Buster, Victory Systems, Inc., PO Box 20608, Waco, TX 76702-0608; 817-776-8872, Fax 776-6838.

El Paso Bootmakers operates five locations in FL, IN, KY, MI and WI. The stores, selling Western wear and boots, occupy spaces of 3,000 sq.ft. in outlet centers. Plans call for as many as 10 openings in the coming 18 months. Expansion will take place east of the Mississippi River and west of the Allegheny Mountains.

For more information, contact Jack Esselman, c/o JF Esselman, Inc., 9000 Keystone Crossing #730, Indianapolis, IN 46240; 317-844-6833, Fax 574--0481.

Mothers Work, Inc. trades as Motherhood Maternity, Mimi Maternity, Maternity Works and A Pea in The Pod at 438 locations nationwide. The stores, selling maternity apparel, occupy spaces of 800 sq.ft. to 1,200 sq.ft. in regional malls and specialty centers. Growth opportunities are sought nationwide.

For more information, contact Elizabeth Obloy, Mothers Work, Inc., 1309 Noble Street, Philadelphia, PA 19123; 215-625-9917, Fax 625-0471.

Gadzooks, Inc. trades as Gadzooks at 139 locations in AL, AR, FL, IA, IL, KS, KY, LA, MO, MS, NE, NC, NM, OH, OK, SC, TN, TX, WI and WV. The stores, selling casual and dress-casual clothing for teenagers, occupy spaces of 2,400 sq.ft. in regional malls. Plans call for as many as 75 openings in the coming 18 months. Expansion will take place nationwide, exclusive of the Northeast, New England and west of Denver, CO.

For more information, contact Steve Kotch, Gadzooks, Inc., 4801 Spring Valley Road, Suite 108B, Dallas, TX 75244; 214-991-5500, Fax 980-8230.

Joyce Leslie, Inc. trades as Taxi and Joyce Leslie at 39 locations in NJ, NY and PA. The women's apparel and accessories stores occupy spaces of 7,500 sq.ft. in regional malls, power and strip centers. Plans call for five openings in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Nancy Shapiro, Joyce Leslie, Inc., 202 Washington Avenue, Carlstadt, NJ 07072; 201-804-7800, Fax 804-8841.

United Retail Group, Inc. trades as The Avenue, 16 Plus and Sizes Unlimited at 578 locations nationwide. The women's apparel stores occupy spaces of 4,000 sq.ft. in regional malls. Growth opportunities are sought nationwide.

For more information, contact Alan Jones, United Retail Group, Inc., 365 West Passaic Street, Rochelle Park, NJ 07662; 201-845-0880, Fax 909-3828.

Hartmarx Corporation trades as Kuppenheimer Men's Clothiers at 82 locations in the Mid-Atlantic, Midwestern and Southeastern regions. The stores, selling men's apparel, sport coats, slacks, coats, outerwear, jackets and accessories, occupy spaces of 4,000 sq.ft. to 5,000 sq.ft. in regional malls and end caps of strip centers. Plans call for 12 openings in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Charlene Bray, Hartmarx Corp., PO Box 7050, Norcross, GA 30091-7309; 770-449-5877, Fax 449-3331.

The William Carter Company trades as Carter's Childrenswear at 122 locations nationwide. The children's apparel stores occupy spaces of 5,000 sq.ft. in outlet centers. Plans call for as many as 10 openings in the coming 18 months. Expansion will take place nationwide.

For more information, contact Lynn Mancini Weiner, The William Carter Company, 1000 Bridgeport Avenue, Shelton, CT 06484; 203-926-5000, Fax 925-0436.

A&E Stores does business as J. Chuckles, Strawberry, Veloce 500, Pay-Half and Boltons at 65 locations in NJ and NY. The stores, selling missy and junior apparel and accessories at off-price points, occupy spaces of 5,000 sq.ft. in power and strip centers. Growth opportunities are sought in the existing markets.

For more information, contact Murry Jetton, A&E Stores, 1000 Huyler STreet, Tetterboro, NJ 07608; 201-393-0600, Fax 393-8967.

Levy & Levy trades as Wings at 60 locations in AL, CA, FL, MA, NC, NY, SC, TN and TX. The stores, selling primarily beachwear as well as jeans and unisex apparel and accessories, occupy spaces of 4,000 sq.ft. to 10,000 sq.ft. in strip centers. Growth opportunities are sought in the existing markets.

For more information, contact Alex Kozlowsky, Levy & Levy, 18 East 42nd Street, New York, NY 10017; 212-922-9087, Fax 922-9346.

U.S. Male, Inc. trades as U.S. Male at nine locations in AR, MS and TN. The stores, selling men's and women's contemporary apparel and accessories, occupy spaces of 2,500 sq.ft. to 3,000 sq.ft. in regional malls and strip centers. Growth opportunities are sought in the existing markets.

For more information, contact Mary Yahola, U.S. Male, Inc., 515 South Highland, Memphis, TN 38111; 901-324-3028, Fax 323-9455.

Tony Walker Consultants trades as Aussie Outfitters at 75 locations in NY, SC, NC, OR, FL, PA, MA, IL, OH, RI, MI, GA, NM, VA, CT, CO, AZ, TX, NJ and Canada. The stores, selling its own line of t-shirts, sweatshirts, jeans and caps, occupy spaces of 500 sq.ft. in regional malls. Plans call for 50 openings in the coming 18 months. Expansion will take place nationwide, as well as in London, England; Paris, France and Madrid, Spain.

For more information, contact Kelly Walker, c/o Tony Walker Retail Environment Consultants, 5110 Main Street, Second Floor, Williamsville, NY 14221; 800-600-5620, Fax 716-632-3463.

The Wet Seal, Inc. trades as Wet Seal at 132 locations nationwide. The stores, selling junior and missy apparel, occupy spaces of 3,500 sq.ft. to 4,500 sq.ft. in regional malls. Growth opportunities are sought nationwide.

For more information, contact Elaine Garibay, The Wet Seal, Inc., 64 Fairbanks, Irvine, CA 92718; 714-583-9029, Ext. 3966; Fax 583-0715.

Patchington operates 54 locations in AZ, FL, GA and SC. The women's apparel stores occupy spaces of 2,000 sq.ft. in regional malls, specialty and strip centers. Plans call for as many as eight openings in the coming 18 months. Expansion will take place in the existing markets as well as in CA, NC and TX.

For more information, contact Michael Waters, Patchington, 10601 Belcher Road South, Largo, FL 34647; 813-544-6800, Fax 547-0947.

Bon-Worth Manufacturing Co. trades as Bon-Worth at 105 locations in PA, VA, GA, NC, SC, AZ, TX, FL, IA, OH, IL, IN, TN, LA, CA, MS and UT. The stores, selling missy, junior and women's apparel at popular price-points, occupy spaces of 2,500 sq.ft. in outlet centers. Growth opportunities are sought nationwide.

For more information, contact Loren Wells, Bon-Worth Manufacturing Co., PO Box 2890, Hendersonville, NC 704-697-2216, Fax 697-2170.

Dots operates 237 locations in NY, NJ, PA, DE, IN, MN, WI, IA, OH, IL, KY, MA, VT, ME, FL and VA. The stores, selling women's apparel at price-points of $10 and less, occupy spaces of 3,000 sq.ft. to 4,000 sq.ft. in downtown store fronts and power centers. Plans call for as many as 60 openings in the coming 18 months. Expansion will take place in the existing markets as well as in MI, MO, NH, CT, MD and Washington, D.C.

For more information, contact George Haskins, Dots, 30801 Carter Street, Solon, OH 44139; 216-349-7900, Fax 349-7004.

K&G Men's Center, Inc. trades as K&G Men's Center at 11 locations in TX, GA, IN, OH, CO, NY and MA. The men's apparel stores occupy spaces of 20,000 sq.ft. in power centers. Plans call for 10 openings in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Steven Greenspan, K&G Men's Center, Inc., 1750-A Ellsworth Industrial Boulevard, Atlanta, GA 30318; 404-351-7987, Ext. 305.

Steinmart operates 101 locations in AL, AR, CO, FL, KS, KY, LA, MS, NC, OK, SC, TN, VA, GA, IN, TX and OH. The stores, selling better lines of clothing for the family as well as soft home goods and gifts, occupy spaces of 36,000 sq.ft. in strip centers. Plans call for as many as 30 openings in the coming 18 months. Expansion will take place nationwide.

For more information, contact Mike Allen, Steinmart, 1200 Riverplace Boulevard, Jacksonville, FL 32207; 904-346-1500, Fax 398-4341.

David Parnis, Inc. does business as Carole Hochman Lingerie at two locations in FL and NY. The stores, selling women's lingerie, loungewear and accessories, occupy spaces of 2,500 sq.ft. in outlet centers. Growth opportunities are sought nationwide.

For more information, contact Susan Dietz, David Parnis, Inc., 135 Madison Avenue, New York, NY 10016; 212-725-1212, Fax 725-8723.

Holtzman's Little Folk Shop, Inc. trades as Kids Mart at 296 locations nationwide. The children's apparel stores occupy spaces of 2,500 sq.ft. in power centers and regional malls. Preferred anchors include department stores, supermarkets and drug stores. Growth opportunities are sought nationwide.

For more information, contact Diane MacAdam, Holtzman's Little Folk Shop, Inc., 801 Sentous Street, City of Industry, CA 91748; 818-965-4022, Fax 854-3803.

Umbro Company Store operates seven locations in AL, FL, PA and SC. The stores, selling its own line of athletic wear, occupy spaces of 4,200 sq.ft. in outlet centers. Plans call for as many as six openings in the coming 18 months. Expansion will take place in FL, GA, NC, SC, TX and VA. The company prefers to locate its stores in resort areas.

For more information, contact Brad Plumley, Umbro Company Store, PO Box 3725, Bldg. 1C, Greenville, SC 29608; 803-233-0000, Fax 370-7151.

Bermo Enterprises, Inc. trades as Max 10 and Mr. B's Wearhouse at 12 locations in MI. The Max 10 stores sell family apparel at price-points of $10 and below and the Mr. B's Wearhouse units sell family apparel at regular prices. Both concepts use spaces running 5,000 sq.ft. to 6,000 sq.ft. in freestanding facilities and strip centers. Growth opportunities are sought in the existing market.

For more information, contact Ed Bernard, Bermo Enterprises, Inc., 12033 US 131, Schoolcraft, MI 49087; 616-679-2580, Fax 679-2611.

Catherine's, Inc. does business as P.S. Plus Sizes, Catherine's, Added Dimensions and The Answer at 439 locations nationwide. The stores, selling large-size women's apparel, occupy spaces of 3,500 sq.ft. to 4,500 sq.ft. in freestanding facilities and strip centers. Plans call for 60 openings in the coming 18 months. Expansion will take place nationwide.

For more information, contact Bill Serex, Catherine's, Inc., 3742 Lamar Avenue, Memphis, TN 38118; 901-363-3900, Ext. 228, Fax 794-9392.

Chico's F A S, Inc. trades as Chico F A S at 123 locations nationwide. The stores, selling casual apparel and accessories, occupy spaces of 1,500 sq.ft. to 1,800 sq.ft. in regional malls, outlet and specialty centers. Plans call for six openings in the coming 18 months. Expansion will take place nationwide.

For more information, contact Scott Edmonds, Chico's F A S, Inc., 11215 Metro Parkway, Fort Meyers, FL 33912; 941-277-6200, Fax 277-5237.

Dress Barn, Inc. trades as Dress Barn and LJ's Fashions at 800 locations nationwide. The women's apparel stores occupy spaces of 4,000 sq.ft. in strip centers. Plans call for 40 openings in the coming 18 months. Expansion will take place nationwide.

For more information, contact Elise Jaffe, Dress Barn, Inc., 30 Dunigan Drive, Suffern, NY 10901; 914-369-4500, Fax 369-4750.

Retail Bankruptcies--Issues for Tenants & Landlords

by Kenneth A. Rosen, Esq. and Alan J. Carr, Esq.

BANKRUPTCY - A word which brings trepidation to most anyone with the least bit of involvement in the retail real estate market today. The term is a source of seemingly endless speculation and discussion as to who may be next or how each of us will be affected by it.

By now, it is highly unlikely that anyone reading this column has not been touched in some way by the recent wave of bankruptcy filings which seem to be spreading through the retail industry like wildfire. We are all too aware of the recent Chapter 11 filings by major retailers such as Jamesway, Caldor, Barney's, Rickels (the list goes on), as well as the numerous rumblings about K Mart.

For tenants and landlords, the power of a tenant who is in bankruptcy to choose which leases it wishes to assume and those it wishes to reject is one of the most important provisions of the Bankruptcy Code. Although there is no question that this right to "pick and choose" one's best locations and leases gives a bankrupt tenant a strong arm, there are protections afforded landlords which often go underutilized. Congress has gone a long way to assure that while a landlord's hands are proverbially tied, it is still afforded some major protections to its property rights. Congress has tried to maintain a delicate balance between permitting a debtor to rehabilitate itself while at the same time protecting a landlord's proprietary rights.

The primary goal of the Bankruptcy Code is to provide a debtor with the opportunity to get a "fresh start" and to restructure its finances in order to provide a means of rehabilitation. Most significantly for a retailer, the retail locations must remain open once a debtor has filed a bankruptcy petition. Without its retail outlets, the chances of rehabilitation as a retailer naturally become nil. Therefore, the debtor has the chance to decide which properties it wishes to retain and those from which it wishes to "walk." As a general rule, the debtor has sixty days within which to make this choice. In many cases, landlords are under the misconception that during this sixty-day period, they are without any rights against the tenant and must permit the tenant to remain in the leased premises until a decision has been made regarding the debtor's intention to vacate the premises. That is simply not the law.

Quite possibly the most daunting reason that many landlords do not pursue all of their rights against a tenant once it has commenced a bankruptcy case is due to the great fear that one may violate the automatic stay. Once a bankruptcy petition is filed, the debtor is protected by the automatic stay from actions by a creditor to collect upon a debt. Case law says that the stay can be violated by acts as simple as calling the debtor on the telephone and asking when payment will be made. The fear many landlords hold arises out of these situations where a landlord is hit for sanctions for violating the automatic stay for taking such seemingly innocuous measures. However, it must be understood that while there is great reason to fear violating the stay, the stay only applies to debts which accrue before the tenant files its bankruptcy petition. Accordingly, the landlord should be encouraged to protect all of its rights once the debtor has filed a bankruptcy petition for any debts which arise post-petition.

Understanding where the stay prevents landlord action and where the protections cease is of the utmost importance to (1) the landlord to protect its rights against a bankrupt tenant; and (2) to the tenant to understand what protections it has and what it is obligated to pay while in bankruptcy.

As a general tenet, landlords have a right to, and should, pursue as vigorously as possible, any rent and other charges under a lease as they come due after the filing of a bankruptcy petition whether or not the tenant has decided to assume or reject the lease. So long as the landlord is careful to segregate the post-petition charges and rents from those that accrued pre-petition, it should be able to avoid violating the stay. To lump them together may run the risk of committing contemptuous activity in violation of the automatic stay.

For example, if a tenant files a bankruptcy petition on the 5th of any given month, the initial 60 day period within which to reject or assume that lease begins to run on that date. Presuming that month's rent had yet to be paid, some landlords are under the perception that they are foreclosed from pursuing their rent for that whole month. It is true that since the landlord did not collect the rent for that month on the first of the month, rent for the first part of the month, up until the bankruptcy filing, is a pre-petition debt and it cannot be pursued. However, the landlord is entitled to all of its rent charges, albeit on a pro rata basis, for the remainder of that month and continuing forward until rejection of the lease. Therefore, it is advisable that once a tenant files a bankruptcy petition, that a landlord make formal demand for the continuing rent with a small window for compliance. If such charges are not paid within the short deadline given in the notice, the landlord immediately should file an application to the Bankruptcy Court to demand payment of the post-petition rents. This application is a relatively simple procedure and the legal cost is modest. In addition, the landlord will benefit in the long run since it has sent a message to its tenant that just because the tenant is in bankruptcy, the landlord is aware of its rights and will pursue them aggressively. Particularly when a debtor has numerous locations, the squeaky wheel gets the attention and the likelihood of the tenant paying all future post-petition rents and charges timely will be enhanced. If a landlord does not assert its rights aggressively, the debtor may tend to take advantage of that until there is legal intervention. After all, the tenant is presumably low on cash and will try to make a landlord a de facto lender if permitted to do so.

The right to post-petition rents and charges is limited to a certain extent. A tenant can and should refuse to pay any rents or charges due under the lease which are billed during the post-petition, pre-rejection period but actually are for charges which accrued pre-petition. The most common examples of this are real estate taxes and escalations. Under many leases, the tenant is obligated to pay all or a portion of real estate taxes. Of course, there are municipalities which bill in arrears. Also, water charges and the like may be billed long after the service was rendered. A tenant is not obligated to pay any pre-petition rents or charges to its landlord which accrued pre-petition but became due post-petition. A recent bankruptcy court case stands for this precise premise.

In In re Warehouse Club, 184 B.R. 316 (Bkrtcy. N.D. Ill. 1995), the tenant/debtor, Warehouse Club, Inc. ("Warehouse"), leased property from Otis Company ("Otis"). The lease between the parties required Warehouse to pay all real estate taxes on the leased property as they came due. The Bankruptcy Court held that a debtor only has to pay for charges and rents which "arise" during the post-petition period. Since the real estate taxes were billed post-petition, but actually covered a period pre-petition, the Court held that they arose pre-petition and, accordingly, Warehouse was not obligated to pay these charges when they were billed. In the event that the debtor rejects the lease, such charges would be part of the landlord's pre-petition claim against the debtor, thereby sharing with all other unsecured claimants. Alternatively, if the lease is assumed by the debtor, the charges would be paid at that time.

A novel argument has been put forth recently by many tenant/debtors against payment of post-petition rents as they come due. Section 365(d)(3) of the Bankruptcy Code permits a tenant to withhold payment of certain obligations to a landlord which arise post-petition while the tenant is deciding whether to assume or reject the lease. 11 U.S.C. 365(d)(3). However, debtor/tenants have attempted to argue that the provision of the Bankruptcy Code also allows them to withhold rent during the initial 60 day period.

We are of the opinion that such an argument is not advisable. The Bankruptcy Code gives a reprieve to a tenant only for capital expenditures, such as roof and parking lot repairs, and not for regular rental payments and charges. It would be more advisable for a tenant to approach a landlord upon commencement of a bankruptcy case to try to work out a consensual payment plan for or reduction of post-petition rent. Choosing the option of arguing that rents can be withheld for 60 days will prove only to create an unnecessarily adversarial relationship between the tenant and the landlord which can backfire later on. Since the retailer presumably needs to be in the location to continue its business, and since it is in the landlord's best interest to help keep the debtor viable so that it can pay rent in the future, approaching the landlord "like a mensch" and trying to work out a reasonable solution is probably the more prudent course. Besides, the argument against paying rent during the first 60 days of a bankruptcy case flies in the face of the express provisions of the first sentence of 365(d)(3) of the Bankruptcy Code which mandates the timely payment of rent.

Unfortunately, this wave of bankruptcies does not seem to be slowing down soon. Once a tenant commences a bankruptcy case, the landlord/tenant dynamic goes through a metamorphosis, and to not fully investigate and understand one's new role in the relationship can be detrimental to all parties involved. Therefore, know your rights and protect them as vigorously as the law permits.

Kenneth A Rosen, Esq. is a member of Ravin, Sarasohn, Cook, Baumgarten, Fisch & Rosen, P.C. Alan J. Carr, Esq. is an associate with the firm. Ravin, Sarasohn, Cook, Baumgarten, Fisch & Rosen, P.C. is a full-service law firm of almost 40 attorneys which has represented both tenants and landlords in several major retail bankruptcies. While the firm has a strong reputation and background as a bankruptcy law firm, attorneys in the firm also concentrate in many other areas of the law, including but not limited to: Debotr/Creditor; Commercial Litigation; Landlord/tenant; Corporate and Real Estate Transactions; Construction Litigation; and Environmental Compliance and Litigation. The firm can be reached at (201-228-9600) or visit their Home Page at http://www.ravin-sarasohn.com.

Leasing To Management--Critical Handoff

by Alan Alexander

The shopping center landlord/tenant relationship has often been a difficult one and yet there are few relationships that have the potential for being pleasant, profitable and mutually beneficial. There are very few shopping centers where the landlord is successful and the tenants are not and very few where the tenants are successful and the landlord is not. The situation must be good for both or it is good for neither.

Leasing is one of the most difficult and demanding aspects of a successful shopping center. The competition for good tenants is fierce and not every tenant fits into every vacancy. The good leasing agent not only has to locate a satisfactory use for the available space, but must find the best use, a financially viable operation and one that will meet the financial needs of the center, i.e.; the proper rent and charges.

Most of the leasing agents that I have dealt with over the years have been motivated, dedicated and amiable individuals who end the negotiations on a good note whether or not a lease was completed. Obviously, the purpose of the exercise is to complete a lease that will reduce or eliminate vacancy in the shopping center and contribute to the overall "synergism" of the property. However, should that final conclusion not be reached in a specific instance, the good leasing agent knows that there will very likely be another opportunity in the future to "do a deal" with that merchant and the door is kept open through a good relationship.

The question then is what happens to the landlord/tenant relationship from the time the salesperson (leasing agent) completes his or her part of the transaction and management takes over? It is not unusual for tenants, to have hard feelings about the landlord and/or management and most often these feelings can be traced back to the time between the signing of the lease and the opening of the store for business.

We have all been in the position of having a tenant indicate that the leasing agent made promises that were not fulfilled. It is my experience that most leasing agents are up front with the tenants regarding lease obligations and while there are, no doubt, some misunderstandings, generally this is not the cause of landlord/tenant problems.

The main cause of the problems is failure to communicate. Years ago when I opened the Mall of Orange in California for Harry Newman, he had the leasing agent provide me with an introduction to the new tenant representative and I contacted each new tenant as their lease was signed to let them know that I was the one that would work with them in getting their stores open and be their "problem solver." At the time I thought such a program was a waste of time, but I soon came to realize that the tenants appreciated hearing from the management side early on and knowing that they had someone to call if things were not going the way they should. More than one tenant was astonished that the landlord would have someone to call and offer their services before there was a problem to solve. During the store fit up I was the liaison between our construction people and the tenant's contractors. I often helped with city hall if there were problems. I helped out of town merchants find the local utility companies, pointed them in the right direction for advertising or for local help. From that experience I became convinced that the critical step in the landlord/tenant relationship was in the handoff from leasing to management and the "hand holding" from then until the store opened for business.

All too often we see the leasing agent conclude the lease and, rightly, move onto the next deal while the tenant, who is excited about getting his or her new store open, is left to wonder what to do next. It is not the leasing agents job to get the tenant's store open for business. That is a waste of good leasing talent. The leasing agent should introduce the tenant to the shopping center manager or project manager and then go about leasing more space. The project manager or shopping center manager should then be available to the tenant to help them get the store open. The sooner the store is open, the sooner the landlord will start receiving rent. Some of the critical areas of help for the new tenant should include:

1. Provide the tenant with a "tenant kit" upon signing of the lease. That kit should include everything the tenant will need to know to get the store open and to operate it once the store is open.

2. Providing the new tenant with a specific name of an individual who can answer critical questions or make important decisions that will help the tenant get the store open.

3. Institute a policy of immediate response to tenant problems and questions during this critical time. Delays cost money and create hard feelings.

4. Where problems exist, take a pro active approach in helping to solve them. If there are problems with permits, step in and see if you can help.

5. Check with the tenant from time to time during the fit up process to make sure that everything is going well. No news may well mean there is a problem and no one is talking about it. If you do check and everything is fine, the tenant will appreciate the interest in his or her welfare.

6. Provide the tenant, especially a local small operator, with a "Grand Opening" ad at no cost to the tenant. The tenant will appreciate the gesture and the center will get their message out as well.

7. A small Grand Opening gift for local small operators such as a potted plant or flowers is always appreciated and acknowledges your interest in this important event in their life.

8. Provide the tenant with a commencement letter indicating the lease commencement, ending, rents and charges and how and to whom they are paid. This letter can also include the names of important people that they will interface with during the lease term such as head of security, accounting, management, etc.

9. If the tenant makes requests that you cannot agree to always preface your turn down with "I am sorry but..." and explain your reasons for saying "no."

The tenant is our client and our customer and should be treated as such from the outset. Those of us that are involved in multiple shopping center operations can really appreciate the value of good tenant relations when we have tenants that will follow us from one center to the next because they know they will be treated with respect and will have benefit of concerned and capable management. Most of us have great concern for the tenant just prior to lease renewal time, we should all have great concern for the tenant from the day our relationship starts.

Alan Alexander is a Senior Certified Shopping Center Manager with Woodmont Real Estate Services, 1050 Ralston Avenue, Belmont, CA 94002; 707-224-5126, Fax 224-5018.

Entertainment Tenants Seeking Spaces Nationwide

Leisure Entertainment Corp. trades as Laser Quest at 27 locations in NC, KY, MI, TN, VA, UT, WA, OK, OH, CO and Canada. The concept, offering laser tag games, occupies spaces of 7,500 sq.ft. to 10,000 sq.ft. in freestanding facilities and strip centers. Preferred anchors include regional malls, movie theaters and other recreational facilities. Plans call for 25 openings in the coming 18 months. Expansion will take place nationwide. Preferred demographics include a population of 250,000 within seven miles earning $40,000 as the median income. Leases running 10 years are typical.

For more information, contact Randy Iaboni, Leisure Entertainment Corp., c/o Randy Iaboni Real Estate Ltd., 44 Charles Street West, Suite 3312, Toronto, Ontario, Canada M4Y-1R8; 416-925-7767, Fax 925-9484.

Hoyt's Cinema Corp. trades as Hoyt's Cinema at 94 locations (645 screens) in CT, ME, MD, MA, NH, NY, OH, RI and VT. The movie theaters occupy spaces of 30,000 sq.ft. to 70,000 sq.ft. in freestanding facilities and regional malls. Plans call for 12 openings (200 screens) in the coming 18 months. Expansion will take place in the existing markets as well as PA.

For more information, contact Harold Blank, Hoyt's Cinema Corp., 1 Exeter Plaza, Boston, MA 02116; 617-267-2700, Ext. 107, Fax 262-0707.

Stone Amusement Co., Inc. trades as Fun Tunnel at seven locations in GA, KY, MS and TN. The family entertainment centers occupy spaces of 1,800 sq.ft. to 2,200 sq.ft. in power centers and regional malls. Growth opportunities are sought throughout the Southeastern region.

For more information, contact Bill Stone, Stone Amusement Co., Inc., 901 East Lincoln Street, Tullahoma, TN 37388; 615-455-4710, Far 615-455-4726.

Jumpin' Jax Corporation trades as Jumpin' Jax at two locations in MN. The family entertainment centers occupy spaces of 15,000 sq.ft. in sites with a large retailer as the anchor. Plans call for six openings in the coming 18 months. Expansion will take place nationwide.

For more information, contact Les Wolf, Jumpin' Jax Corporation, 3025 Harbor Lane North, Suite 315, Minneapolis, MN 55447; 612-550-1460, Fax 553-7915.

Impulse, Inc. trade as Impulse at 60 locations in AL, AR, DE, FL, GA, KY, LA, MO, MS, NC, OH, SC, TN, TX and VA. The children's ride and entertainment concept occupies spaces of 100 sq.ft. in regional malls. Growth opportunities are sought throughout the Southeastern region.

For more information, contact Ron Baysden, Impulse, Inc., 1500 Redi Road, Cumming, GA 30130; 770-889-9499, Fax 889-0602.

Gorton Group trades as Primages at locations nationwide. The concept features coin operated kiddie rides and giant gumball machines while using spaces of 120 sq.ft. in regional malls, outlet and specialty centers. Growth opportunities are sought nationwide.

For more information, contact Chris Youngs, Gorton Group, 203 Charles Street, Coopersberg, PA 18036; 610-282-5566, Fax 282-1240.

Super Savers Cinemas operates 20 locations in AZ, CA and CO. The movie theaters occupy spaces of 25,000 sq.ft. to 35,000 sq.ft. in freestanding facilities, regional malls and strip centers. Plans call for 10 openings in the coming 18 months. Expansion will take place in CA and CO. Preferred demographics include a population of 175,000 within five miles earning $30,000 as the average income. The company also converts existing theaters.

Star Time Family Entertainment operates one location in the Western region. The new concept, which features family entertainment, games and rides, occupies spaces of 23,000 sq.ft. to 30,000 sq.ft. in regional malls. Plans call for the opening of four units in the coming 18 months. Expansion will take place in AZ, CA and CO and all states west of the Mississippi River will be considered for expansion. Preferred demographics include a population of 175,000 within five miles earning $30,000 as the average income.

Wallace Theaters operates eight locations in CA. The movie theaters occupy spaces of 12,000 sq.ft. to 24,000 sq.ft. in freestanding facilities and strip centers. Plans call for six openings in the coming 18 months. Expansion will take place in AZ, CA, NM, OR and UT. Preferred demographics include a population of 75,000 within five miles. The company is also interested in acquiring existing theaters in small towns.

For more information on the above three companies, contact Tony Gild, The Gild Group, 7460 Girard Avenue, Suite 8, La Jolla, CA 92037; 619-456-1874, Fax 456-9910.

Singer Enterprises does business as Nickels & Dimes at 208 locations nationwide and in Australia. The arcades occupy spaces of 1,500 sq.ft. to 40,000 sq.ft. in regional malls. Growth opportunities are sought nationwide.

For more information, contact Ron Kostellney, Singer Enterprises, 4534 Old Denton Road, Carrollton, TX 75008; 214-492-3262, Fax 492-5705.

Cinema 'N' Drafthouse/Cinema Grill operates 21 locations in CO, FL, GA, IL, MN, NC, TX, VA and Washington, D.C. The concept, featuring movies, food and drink, occupies spaces of 8,000 sq.ft. to 12,000 sq.ft. in power, specialty and strip centers. Plans call for 11 openings in the coming 18 months. Expansion will take place nationwide.

For more information, contact Brian Henry, Cinema 'N' Drafthouse/Cinema Grill, 201 North Wells Street, Chicago, IL 60606; 312-849-3100, Fax 849-2041.

Amusement Investment Co. trades as Laser One Midway at five locations in MI, OH and WV. The family entertainment centers occupy spaces of 3,000 sq.ft. to 6,000 sq.ft. in regional malls. Preferred anchors include movie theaters. Plans call for three openings in the coming 18 months. Expansion will take place nationwide. Leases running 10 years are typical.

For more information, contact Jerry Kroos, Amusement Investment Co., 1590 Alum Creek Drive, Columbus, OH 43209; 614-258-2933, Ext. 11, Fax 258-2940.

Marcus Theater Corp. trades as Marcus Theater at 38 locations in IL and WI. The movie theaters occupy spaces of 45,000 sq.ft. to 50,000 sq.ft. in freestanding facilities, regional malls and strip centers. Growth opportunities are sought in the existing markets.

For more information, contact Greg Marcus, Marcus Theater Corp., 250 East Wisconsin Avenue #1600, Milwaukee, WI 53202-4223; 414-274-0514, Fax 272-5878.

Reel Entertainment operates 13 locations in NJ, NY, OR, PA and WA. The movie theaters, featuring movies at a $1.50 admission price, occupy spaces of 10,000 sq.ft. to 17,000 sq.ft. in power and strip centers. Plans call for three openings in the coming 18 months. Expansion will take place in either the existing markets, CA or VA.

For more information, contact Dale Reese, Reel Entertainment, PO Box 130, Veradale, WA 99037; 509-924-7514, Fax 922-3735.

Putt Putt Golf Courses of America operates 257 locations nationwide and internationally. The concept, featuring single and multiple miniature golf courses as well as batting cages, bumper boats, go carts, laser tag games and arcade game rooms, occupy freestanding facilities on land areas of four to six acres. Plans call for 14 openings in the coming 18 months. Expansion will take place in FL, MA, NC, SC and TX.

For more information, contact Scott Anderson, Putt Putt Golf Courses of America, PO Box 35237, Fayetteville, NC 910-485-7131, Fax 485-1122.

Supermarket Retailers Shopping for Sites Nationwide

Ramey Super Markets operates 35 locations in MO. The supermarkets occupy spaces of 21,000 sq.ft. in freestanding facilities and regional malls. Plans call for one opening in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Richard Taylor, Ramey Super Markets, 3259 East Sunshine, Springfield, MO 65804; 417-883-2555, Fax 883-6165.

Smart & Final, Inc. trades as Smart & Final at 164 locations in AZ, FL, CA, NV and Mexico. The warehouse grocery stores occupy spaces of 40,000 sq.ft. to 65,000 sq.ft. in freestanding facilities and strip centers. Plans call for six openings in the coming 18 months. Expansion will take place in CA and Mexico.

For more information, contact Robert Wess, Smart & Final, Inc., 4700 South Boyle Avenue, Vernon, CA 90058; 213-589-1054, Fax 581-4756.

Seaway Food Town, Inc. trades as Food Town and Pharm at 66 locations in MI and OH. The Food Town supermarkets occupy spaces of 44,000 sq.ft. to 60,000 sq.ft. in strip centers while the Pharm deep discount drug stores occupy spaces of 30,000 sq.ft. to 40,000 sq.ft. in strip centers. Plans call for as many as nine openings in the coming 18 months. Expansion will take place in the existing markets. The company is looking to expand both concepts.

For more information, contact Clifford Sasfy, Jr., Seaway Food Town, Inc., 1020 Ford Street, Maumee, OH 43537; 419-891-4212, Fax 891-4211.

Canned Foods, Inc. does business as Grocery Outlet at 102 locations in CA, ID, MT, NV, OR, UT and WA. The supermarkets occupy spaces of 20,000 sq.ft. in freestanding facilities and strip centers. Plans call for as many as four openings in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Greg Geertsen, Canned Foods, Inc., 2000 5th Street, Berkeley, CA 94710-1918; 510-845-1999, Fax 644-9990.

Pathmark Stores, Inc. trades as Pathmark Supercenters at 144 locations in CT, DE, NJ, NY and PA. The supermarkets occupy spaces of 48,000 sq.ft. to 64,000 sq.ft. in strip centers. Plans call for as many as 12 openings in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Harvey Gutman, Pathmark Stores, Inc., PO Box 5301, Woodbridge, NJ 07095-0915; 908-499-3205, Fax 499-3381.

Ronetco Supermarkets, Inc. trades as ShopRite Supermarkets at five locations in NJ. The supermarkets occupy spaces of 50,000 sq.ft. in strip centers. Plans call for two openings in the coming 18 months. Expansion will take place in NJ and PA.

For more information, contact Pasquale Romano, Sr., Ronetco Supermarkets, Inc., 1070 Route 46, Ledgewood, NJ 07852-9735; 201-927-8300, Fax 201-927-4953.

Santoni's, Inc. trades as Santoni's at three locations in MD. The supermarkets occupy spaces of 10,000 sq.ft. to 25,000 sq.ft. in strip centers. Growth opportunities are sought in the existing market.

For more information, contact Eric Rebbert, Santoni's, Inc., 912 Edgewood Road, Edgewood, MD 21040; 410-679-5050, Ext. 15, Fax 679-5052.

Haggen's, Inc. trades as Haggen Foods and Top Foods at 16 locations in WA. The supermarkets occupy spaces of 45,000 sq.ft. to 80,000 sq.ft. in freestanding facilities and strip centers. Growth opportunities are sought in the existing market.

For more information, contact Anita Wiseman, Haggen's, Inc., PO Box 9704, Bellingham, WA 98227; 360-650-8265, Fax 650-8235.

Mega Foods operates 17 locations in AZ. The warehouse-style supermarkets occupy spaces of 52,640 sq.ft. in freestanding facilities and strip centers. Growth opportunities are sought in the existing market.

For more information, contact the Director of Real Estate, Mega Foods, 1455 South Stapley Drive, Suite 15, Mesa, AZ 85204; 602-926-1087, Fax 545-3267.

Mayfair Supermarkets, Inc. does business as Foodtown at 29 locations in NJ. The supermarkets occupy spaces of 44,000 sq.ft. in freestanding facilities and strip centers. Plans call for the opening of four units in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Kevin Keenan, Mayfair Supermarkets, Inc., 681 Newark Avenue, Elizabeth, NJ 07208; 908-965-3442, Fax 965-3427.

Super-Rite Foods, Inc. trades as Basics and Metro at 15 locations in DE and MD. The supermarkets occupy spaces of 45,000 sq.ft. in strip centers. Growth opportunities are sought in MD.

For more information, contact John Ryder, Super-Rite Foods, Inc., 5483 Baltimore National Pike, Baltimore, MD 21229; 410-455-5400, Fax 788-1737.

Raley's trades as Raley's and Bel Aire at 81 locations in CA and NV. The supermarkets occupy spaces of 61,000 sq.ft. in strip centers. Plans call for the opening of three Raley's and one Bel Aire unit in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Neil Dearhoff, Raley's, PO Box 15618, Sacramento, CA 95852; 916-373-3333, Fax 371-1323.

Randall Food Markets trades as Randall Markets and Tom Thumb at 120 locations in TX. The supermarkets occupy spaces of 58,000 sq.ft. to 70,000 sq.ft. in strip centers. Plans call for two Randall's openings and two Tom Thumb openings in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Joe Rollins, Randall Food Markets, 3663 Briarpark, Houston, TX 77042; 713-268-3500, Fax 268-3601.

Ream's Food Stores operates 12 locations in UT. The supermarkets occupy spaces of 49,000 sq.ft. in freestanding facilities. Growth opportunities are sought in the existing market.

For more information, contact Dick Cheney, Ream's Food Stores, 160 East Claybourne Street, Salt Lake City, UT 84115; 801-485-8451, Fax 485-0845.

Sedano's Supermarkets, Inc. trades as Sedano's Supermarkets at 22 locations and as Sedano's Pharmacies at 12 locations in FL. The supermarkets and pharmacies occupy spaces of 20,000 sq.ft. to 30,000 sq.ft. in freestanding facilities and strip centers. Plans call for the opening of four units in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Manuel Herran, Sedano's Supermarkets, Inc., 9688 S.W. 24th Street, Miami, FL 33165; 305-221-8351, Fax 556-6981.

Danielson Food Stores does business as Thriftway at eight locations in OR. The supermarkets occupy spaces of 30,000 sq.ft. to 45,000 sq.ft. in strip center. Plans call for one opening in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Carol Suzuki, Danielson Food Stores, PO Box 5490, Oregon City, OR 97045; 503-655-9141, Fax 655-1214.

Stater Bros. Markets operates 110 locations in CA. The supermarkets occupy spaces of 41,000 sq.ft. in strip centers. Growth opportunities are sought in the existing market.

For more information, contact Walter Ford, Stater Bros. Markets, PO Box 150, Colton, CA 92324; 909-783-5002, Fax 783-5165.

Fleming Co. trades as Piggly Wiggly at 200 locations in AL, FL, GA and MS. The supermarkets occupy spaces of 21,000 sq.ft. to 50,000 sq.ft. in freestanding facilities and strip centers. Plans call for seven openings in the coming 18 months. Expansion will take place in the existing markets.

For more information, contact Steve Sanders, Fleming Co., 1015 Magnolia Avenue, Geneva, AL 36340; 334-684-5331, Fax 684-7024.

Fry's Food Stores of Arizona, Inc. trades as Fry's Food Stores at 50 locations in AZ. The supermarkets occupy spaces of 52,000 sq.ft. to 62,000 sq.ft. in freestanding facilities and strip centers. Plans call for five openings in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Terry Marshall, Fry's Food Stores of Arizona, Inc., PO Box 6016, Phoenix, AZ 85005-6016; 602-269-3171, Fax 272-8886.

Knowlan's Super Markets, Inc. trades as Knowlan's Super Markets and Festival Foods at eight locations in MN. The supermarkets and warehouse-style supermarkets occupy spaces of 35,000 sq.ft. to 45,000 sq.ft. in freestanding facilities and strip centers. Growth opportunities are sought in the existing market.

For more information, contact Marie Aarthun, Knowlan's Super Markets, Inc., 111 East County Road F, Vadnis Heights, MN 55127; 612-483-9242, Fax 483-0622.

Mars Supermarkets, Inc. trades as Mars Supermarkets at 14 locations in MD. The supermarkets occupy spaces of 20,000 sq.ft. to 42,000 sq.ft. in freestanding facilities, power and strip centers. Plans call for one opening in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Carmine D'Anna, Mars Supermarkets, Inc., 7183 Holabird Avenue, Baltimore, MD 21222; 410-282-2100, Fax 285-8351.

Redner's Markets, Inc. trades as Redner's Markets at 20 locations in PA. The supermarkets occupy spaces of 50,000 sq.ft. in freestanding facilities and strip centers. Growth opportunities are sought in the existing market.

For more information, contact Richard Redner, RD2 PO Box 22430, Reading, PA 19605; 610-926-3700, Fax 926-6327.

Schultz Sav-O Stores, Inc. trades as Piggly Wiggly at 85 locations in IL and WI. The supermarkets occupy spaces of 20,000 sq.ft. to 30,000 sq.ft. in freestanding facilities and strip centers. Plans call for five openings in the coming 18 months. Expansion will take place in WI.

For more information, contact Frank Welsh, Schultz Sav-O Stores, Inc., 615 South 8th Street, Suite 200, Sheboygan, WI 53081; 414-457-1980, Ext. 127, Fax 457-8198.

White's Supermarkets operates 15 locations in TN. The supermarkets occupy spaces of 29,000 sq.ft. in strip centers. Plans call for one opening in the coming 18 months. Expansion will take place in the existing market.

For more information, contact Douglas White, White's Supermarkets, 125 Lamont Street, Johnson City, TN 37604; 423-926-0779, Fax 926-9573.

Jim Adams, Inc. does business as IGA, Save-A-Lot and Piggly Wiggly at 35 locations in IL, IN, KY and TN. The supermarkets occupy spaces of 12,000 sq.ft. to 30,000 sq.ft. in freestanding facilities and strip centers. Growth opportunities are sought in the existing markets.

For more information, contact Jim Adams, Jim Adams, Inc., PO Box 909, Paris, TN 38242; 901-642-2752, Fax 642-6012.

Fiesta Mart, Inc. operates 40 locations in TX. The supermarkets occupy spaces of 25,000 sq.ft. to 48,000 sq.ft. in freestanding facilities and strip centers.