<DOCUMENT>
<TYPE>EX-10.2
<SEQUENCE>4
<FILENAME>doc4.txt
<TEXT>
                        EXECUTIVE COMPENSATION AGREEMENT
     THIS  EXECUTIVE  COMPENSATION  AGREEMENT  ("Agreement") is made and entered
into  and  effective  the  16th  day of December, 2002, by and between Ronald W.
Parker (hereinafter referred to as "Executive") and Pizza Inn, Inc. (hereinafter
referred  to  as  the  "Company").
                              W I T N E S S E T H:
     WHEREAS, the Company currently employs Executive as its President and Chief
Executive  Officer,  and the Company and Executive desire to continue and extend
such  employment  on  the  terms  and  conditions  set  forth;
NOW THEREFORE, for and in consideration of the premises and the mutual covenants
herein  contained  and  other  good  and valuable consideration, the receipt and
sufficiency  of  which  is hereby acknowledged, the Company and Executive hereby
agree  as  follows:
                                   ARTICLE  I

                                  COMPENSATION
1.01     SALARY.  During  the  period of employment of Executive by the Company,
the  Board  of  Directors  of  the  Company  (the  "Board")  or the Compensation
Committee  or  Stock  Award Plan Committee thereof shall determine, based on the
recommendations  of  the  Compensation  Committee  from  time  to  time,  the
compensation of Executive, including salary, bonus, grants of stock options, and
     other  benefits;  provided, however, that Executive shall receive an annual
salary,  bonus  and all other benefits not less than (i) his then current annual
salary,  (ii)  a  bonus  equal to fifty percent (50%) of his then current annual
salary  (the  "Section  1.01  Bonus"),  and  (iii)  other benefits, except stock
options, including such increases as the Board or Compensation Committee approve
from  time  to time.  Such salary shall be payable in such periodic installments
as  established  by  the  Board  of  Directors  of  the  Company.
1.02     BENEFITS.  Executive  shall  receive  a  $150,000  cumulative  yearly
allowance  for  additional  life  and  disability  benefits,  secondary  medical
benefits, and supplemental retirement benefits, which shall be paid quarterly on
a  pro  rata  basis.  In  addition,  Executive  shall receive a Company provided
vehicle  or  a  car  allowance  and  reimbursement  of  certain expenses, all as
approved  from  time to time by the Compensation Committee.  All benefits listed
above  in  this  section  1.02  shall  be referred to as the "Defined Benefits."
Executive  may  also  participate  in  the  Company's  benefit  plans.
     1.03     BONUS.  The  Company  agrees  to pay Executive the cash bonuses as
provided  above and as discussed in the Executive Bonus Plan attached as Exhibit
                                                                         -------
A  and  made  a part hereof during the term of this Agreement.  The Compensation
Committee  also  has  the  authority,  in  its  sole discretion, to authorize an
additional  bonus to Executive at each fiscal quarter end and fiscal year end if
the  Compensation  Committee  deems  such  a  bonus  appropriate.

<PAGE>

                                 ARTICLE  II

                         TERMINATION  OF  EMPLOYMENT
2.01     TERMINATION  BY  THE  COMPANY  FOR  CAUSE.  In  addition  to  any other
remedies  which the Company may have at law or in equity, the Company may at any
time  terminate  Executive's employment for Cause.  The Company shall provide at
least  ten  (10)  days  prior  written  notice  to Executive of its intention to
discharge Executive for Cause, and such notice must specify in detail the nature
     of  the  Cause  alleged and provide Executive an opportunity to be heard by
the  Board  prior  to  the expiration of such ten-day period (in addition to any
applicable  cure  period).  "Cause"  shall  mean  the  occurrence  of any of the
following  events:
          (a)     the Executive engages in any violation of this Agreement which
is  not  cured,  or with respect to which Executive is not diligently pursuing a
cure, within ten (10) business days of the Company giving notice to Executive to
do  so;

          (b)     the Executive is convicted of any felony or of any misdemeanor
involving  dishonesty  such  as theft, forgery or fraud, or having been indicted
for,  or  had  an  information  filed on him for, such a crime, enters a plea of
guilty  or  nolo  contendere;

          (c)     the  Executive engages in any intentional act of fraud against
the  Company,  any  of its subsidiaries or any of their employees or properties,
which  is  not  cured,  or  with  respect  to  which Executive is not diligently
pursuing  a  cure, within ten (10) business days of the Company giving notice to
Executive  to  do  so;

          (d)     the  Executive  engages  in  the intemperate use of alcohol or
drugs  on  a  repeated basis in a manner which, in the good faith opinion of the
Company's  Board  of  Directors, is impairing the Executive's ability to perform
his  duties  or  obligations  hereunder  and  such  intemperate  use  thereafter
continues  in  such a manner following written notice thereof to Executive, with
at  least  thirty  (30)  days  to  correct  following  such  notice;

          (e)     the  Executive engages in conduct giving rise to a breach of a
monetary  obligation  to the Company and such breach continues following written
notice thereof to Executive, with at least thirty (30) days to correct following
such  notice;  or

          (f)     the  Executive  willfully  fails  to substantially perform his
duties  within  fifteen  (15) business days after written demand for substantial
performance  is  delivered  to Executive by the Board, which demand specifically
identifies  the  manner  in  which  the  Board  believes  that Executive has not
substantially  performed  his  duties.

2.02     TERMINATION  BY EXECUTIVE IN WINDOW PERIOD.  Executive's employment may
be  terminated by Executive with or without any reason at any time within twelve
months  after a Change of Control (the "Window Period") by giving the Company at
least  ten  days  prior written notice of such termination.  "Change of Control"
shall  mean  any  of  the  following:
          (a)     all  or  substantially  all  of  the assets of the Company are
sold,  leased,  exchanged  or  otherwise  transferred to any person or entity or
group  of  persons  or  entities  acting  in  concert  as a partnership, limited
partnership, syndicate or other group (a "Group of Persons") other than a person
or entity or Group of Persons at least 50% of the combined voting power of which
is  held  by  Executive;  or
          (b)     the  Company  is  merged  or consolidated with or into another
corporation  with  the effect that the then existing stockholders of the Company
hold  less  than  50%  of  the  combined  voting  power  of the then outstanding
securities  of  the  surviving  corporation  of  such  merger or the corporation
resulting  from  such  consolidation  ordinarily having the right to vote in the
election  of  directors;  or
          (c)     a  person  or  entity  or Group of Persons (other than (i) the
Company  or  (ii) an employee benefit plan sponsored by the Company) shall, as a
result  of  a  tender  or  exchange  offer,  open  market  purchases,  privately
negotiated  purchases or otherwise, have become the beneficial owner (within the
meaning  of  Rule 13d-3 under the Securities Exchange Act of 1934) of securities
of the Company representing 50% or more of the combined voting power of the then
outstanding securities of the Company ordinarily (and apart from rights accruing
under  special  circumstances)  having  the  right  to  vote  in the election of
directors;  or
          (d)     individuals  who,  as of the date hereof, constitute the Board
(the  "Incumbent  Board") cease for any reason to constitute at least a majority
of  the  Board;  provided,  however,  that  any  individual  becoming a director
subsequent  to the date hereof whose election, or nomination for election by the
Company's  shareholders,  was  approved  by a vote of at least a majority of the
directors then comprising the Incumbent Board shall be considered as though such
individual  were  a  member  of  the  Incumbent  Board,  but excluding, for this
purpose,  any  such  individual  whose  initial assumption of office occurs as a
result  of  either  an  actual or threatened election contest (as such terms are
used  in Rule 14a-11 of Regulation 14A promulgated under the Securities Exchange
Act  of  1934) or other actual or threatened solicitation of proxies or consents
by  or  on  behalf  of  a  Person  other  than  the  Board.
2.03     TERMINATION  BY EXECUTIVE FOR GOOD REASON.  Executive may terminate his
employment  for  good  reason at any time during the term of this Agreement (the
"Good  Reason  Period").  For  purposes  of  this Agreement, "good reason" shall
mean,  without  the  Executive's express written consent, that, (i) Executive is
required  to  relocate, (ii) Executive is assigned a position other than that of
President  and  Chief  Executive Officer or diminished responsibilities with the
Company,  (iii)  Executive  is  assigned responsibilities or travel requirements
inconsistent  with  the  office  of  President and Chief Executive Officer, (iv)
Executive  is  assigned  office  facilities  or  support  staff inferior to that
currently  provided, or (v) Executive's then current annual base salary, Section
1.01  Bonus or Defined Benefits, as the same may be increased from time to time,
are  reduced.
2.04     NOTICE  AND  DATE OF TERMINATION.  Any termination by the Company or by
Executive  shall be communicated by written notice.  "Date of Termination" means
(i)  if  Executive's  employment  is  terminated  by the Company for Cause or by
Executive,  the  date  of receipt of the notice of termination or any later date
specified  therein,  as  the  case  may be, or (ii) if Executive's employment is
terminated by the Company other than for Cause, the Date of Termination shall be
the  date  on  which  the  Company  notifies  Executive  of  such  termination.
                                   ARTICLE  III

                    OBLIGATIONS  OF  THE  COMPANY  UPON  TERMINATION
3.01     WINDOW  PERIOD;  OTHER  THAN  FOR  CAUSE.  If  the  Company  terminates
Executive's  employment  other than for Cause or Executive terminates employment
during  the Window Period or Executive terminates his employment for good reason
during  the Good Reason period, the Company shall pay to Executive in a lump sum
in  cash  within  thirty (30) days after the Date of Termination an amount equal
to:  (a)  four  (4)  multiplied  by  (b) the sum of (i) Executive's then current
annual  salary  (provided  that  such salary shall be deemed to be no lower than
Executive's  highest  salary  during  any one of the immediately preceding three
fiscal  years)  plus  (ii)  the  highest  amount  of  bonus  and  any other cash
compensation  (except  salary)  received  by  Executive  during  any  one of the
immediately  preceding  three  (3)  fiscal  years.
3.02     OUTSIDE  THE  WINDOW  PERIOD;  FOR  CAUSE.  If (a) Executive terminates
employment  outside  of  the  Window Period without good reason, (b) Executive's
employment  is terminated by the Company for Cause, (c) Executive terminates his
employment  outside  the  Good  Reason  Period, or (d) Executive's employment is
terminated  due  to  death  or disability (as defined in the Company's long-term
disability  plan), this Agreement shall terminate without further obligations to
Executive other than the obligation to pay to Executive, within thirty (30) days
of  the  Date  of  Termination, salary plus accrued bonus and other benefits due
Executive  through  the  Date  of Termination and the amount of any compensation
previously deferred by Executive, in each case to the extent theretofore unpaid.
3.03     NOT  A PENALTY OR FORFEITURE.  The parties hereto acknowledge and agree
that  any payment under this Agreement is not a penalty or a forfeiture; rather,
the  amount  specified  is  a  reasonable  and  fair  reflection of damages that
Executive  may  incur  in  the  event  of  Executive's  termination.
          3.04     TAX  LIMITATION.  (a)  If  any  payment  received  or  to  be
received  by  Executive in connection with a Change in Control of the Company or
termination  of Executive's employment (whether payable pursuant to the terms of
this  Agreement  or  any other plan, arrangement, or agreement with the Company,
any  person  whose  actions result in a Change in Control of the Company, or any
person affiliated with the Company or such person (the "Total Payments")), would
be  subject  to  the  excise tax imposed by Section 4999 of the Internal Revenue
Code,  the  Company will pay to Executive, within 30 days of any payments giving
rise  to excise tax, an additional amount (the "gross-up payment") such that the
net  amount  retained  or  to  be  retained by Executive, after deduction of any
excise  tax on the total payments and any federal and state and local income tax
and  excise tax on the gross-up payment provided for by this section, will equal
the  total  payments.

          (b)     For  purposes  of  determining  the  amount  of  the  gross-up
payment,  Executive  will  be  deemed to pay federal income taxes at the highest
marginal  rate  of federal income taxation in the calendar year that the payment
is  to be made, and state and local income taxes at the highest marginal rate of
taxation  in  the state and locality of the executive's residence on the date of
termination  or  the date that excise tax is withheld by the Company, net of the
maximum  reduction  in  federal income taxes that could be obtained by deducting
such  state  and  local  taxes.

          (c)     For  purposes of determining whether any of the total payments
would  not  be deductible by the Company and would be subject to the excise tax,
and  the  amount  of  such  excise  tax,  (i)  total payments will be treated as
"parachute  payments"  within  the meaning of Section 280G(b)(2) of the Internal
Revenue Code, and all parachute payments in excess of the base amount within the
meaning  of  Section  280G(b)(3)  will  be  treated as subject to the excise tax
unless,  in  the  opinion  of  tax counsel selected by the Company's independent
auditors  and  acceptable to Executive such total payments (in whole or in part)
are  not  parachute  payments,  or such parachute payments in excess of the base
amount  (in  whole  or in part) are otherwise not subject to the excise tax, and
(ii)  the value of any non-cash benefits or any deferred payment or benefit will
be  determined by the Company's independent auditors in accordance with Sections
280G(d)(3)  and  (4)  of  the  Internal  Revenue  Code.

                                  ARTICLE  IV

                                      TERM
4.01     The  term  (the "Term") of this Agreement shall commence on the date of
this  Agreement  as  set  forth  above (the "Effective Date") and shall continue
through  December  31,  2007.  During each fiscal year of the Company, beginning
with  the  fiscal year ending in June, 2003, the Board may extend the Term by an
additional  year,  by adopting an appropriate resolution which expressly extends
the  Term  for such additional year but without the need to execute an amendment
to  this  Agreement.
                                   ARTICLE  V

                               NONCOMPETE,  ETC.
     5.01     TRADE SECRETS AND NONCOMPETITION.  (a)  Trade Secrets.  During his
                                                      -------------
employment  by  the Company and at all times thereafter, Executive shall not use
for his personal benefit, or disclose, communicate or divulge to, or use for the
direct  or  indirect  benefit  of any person, firm, association or company other
than  the  Company  or  any affiliate or subsidiary of the Company, any material
referred  to  in  Paragraph  5.02(a)  or  (b)  or  any information regarding the
business  methods,  business  policies,  procedures,  techniques,  research  or
development  projects  or results, trade secrets or other knowledge or processes
of  a proprietary nature belonging to, or developed by, the Company or any other
confidential  information relating to or dealing with the business operations or
activities  of  the  Company or any affiliate or subsidiary of the Company, made
known  to  Executive  or learned or acquired by Executive while in the employ of
the  Company.
     (b)     Non-Competition.  In  consideration of Executive's participation in
             ---------------
the  Executive  Bonus  Plan  and receipt of specialized training and proprietary
information during the term hereof and other good and valuable consideration, in
the  event that the employment of Executive hereunder terminates for any reason,
Executive  shall not become employed by, consult with or otherwise assist in any
manner  any  company  (or  any  affiliate thereof) the primary business of which
involves  or relates to the sale of pizza in the continental United for a period
of  years  equal  to  the number by which Executive's annual salary and bonus is
multiplied  pursuant  to  any  payments  made to Executive under Paragraph 3.01.
     (c)     Remedies.  Executive  acknowledges  that the restrictions contained
             --------
in the foregoing Paragraphs 5.01(a) and (b) (the "Restrictions"), in view of the
nature  of the business in which the Company and its affiliates and subsidiaries
are  engaged,  are  reasonable  and necessary in order to protect the legitimate
interests  of  the  Company  and  its  affiliates and subsidiaries, and that any
violation  thereof  would  result  in  irreparable  injury  to  the Company, and
Executive  therefore further acknowledges that, in the event Executive violates,
or  threatens  to violate, any such Restrictions, the Company and its affiliates
and  subsidiaries  shall  be  entitled  to  obtain  from  any court of competent
jurisdiction, without the posting of any bond or other security, preliminary and
permanent  injunctive  relief  as well as damages and an equitable accounting of
all  earnings,  profits  and  other  benefits arising from such violation, which
rights  shall  be  cumulative and in addition to any other rights or remedies in
law or equity to which the Company or any affiliate or subsidiary of the Company
may  be  entitled.
     (d)     Invalid  Provisions.  If  any  Restriction, or any part thereof, is
             -------------------
determined  in  any  judicial  or  administrative  proceeding  to  be invalid or
unenforceable,  the  remainder of the Restrictions shall not thereby be affected
and  shall  be  given  full  effect,  without  regard to the invalid provisions.
     (e)     Judicial  Reformation.  If the period of time or the area specified
             ---------------------
in  the  Restrictions  should  be  adjudged  unreasonable  in  any  judicial  or
administrative  proceeding, then the court or administrative body shall have the
power to reduce the period of time or the area covered and, in its reduced form,
such  provision  shall  then  be  enforceable  and  shall  be  enforced.
     (f)     Tolling.  If  Executive  violates  any  of  the  Restrictions,  the
             ------
restrictive  period  shall  not  run  in favor of Executive from the time of the
commencement  of  any  such violation until such time as such violation shall be
cured  by  Executive  to  the  satisfaction  of  the  Company.
5.02     PROPRIETARY  INFORMATION.  (a)  Disclosure  of  Information.  It  is
                                         ---------------------------
recognized  that  Executive will have access to certain confidential information
of  the  Company  and its affiliates and subsidiaries, and that such information
constitutes  valuable,  special  and  unique  property  of  the  Company and its
affiliates  and subsidiaries.  Executive shall not at any time disclose any such
confidential information to any party for any reason or purpose except as may be
made  in  the  normal  course  of  business of the Company or its affiliates and
subsidiaries and for the Company's or its affiliates' or subsidiaries' benefits.
     (b)     Return  of Information.  All advertising, sales and other materials
             ----------------------
or  articles  of  information,  including  without  limitation  data  processing
reports,  invoices,  or  any  other  materials  or data of any kind furnished to
Executive  by  the Company or developed by Executive on behalf of the Company or
at  the  Company's direction or for the Company's use or otherwise in connection
with  Executive'  employment  hereunder,  are  and  shall  remain  the  sole and
confidential property of the Company; if the Company requests the return of such
materials  at  any  time  during,  upon  or after the termination of Executive's
employment,  Executive  shall  immediately  deliver  the  same  to  the Company.
                                ARTICLE  VI

                           TITLE  AND  AUTHORITY
6.01     In  performing  the  duties  of  President  and Chief Executive Officer
hereunder,  Executive  shall  give  the  Company  the  benefit  of  his  special
knowledge,  skills,  contacts  and  business  experience  and  shall  devote
substantially  all  of  his  business  time,  attention,  ability  and  energy
exclusively  to  the  business  of the Company.  It is agreed that Executive may
have other business investments and participate in other business ventures which
     may, from time to time, require minor portions of his time, but which shall
not  interfere  or  be  inconsistent  with  his  duties  hereunder.
                                ARTICLE  VII

                                  ARBITRATION
7.01     Any  controversy  or claim arising out of or relating to this Agreement
or  the  breach  thereof of Executive's employment relationship with the Company
shall  be  settled  by  arbitration in the City of Dallas in accordance with the
laws  of  the  State  of  Texas  by  one  arbitrator.  The  American Arbitration
Association  shall  provide  each party with a list of five arbitrators and each
party to the arbitration shall be allowed to strike up to two of the arbitrators
     from  the  list provided.  The arbitration shall be conducted in accordance
with the rules of the American Arbitration Association.  Judgment upon the award
rendered  by  the  arbitrators  may be entered in any court having jurisdiction.
                                ARTICLE  VIII

                                 MISCELLANEOUS
8.01     NOTICES.  Any  notices  to  be  given  hereunder by either party to the
other  shall be in writing and may be effected either by personal delivery or by
mail,  registered  or  certified, postage prepaid with return receipt requested.
Mailed  notices  shall  be  addressed to the parties at the following addresses:
     If  to  Company:     Pizza  Inn,  Inc.
                          3551  Plano  Parkway
                          The  Colony,  Texas  75056
                          Attn:  Corporate  Secretary

If  to  Executive:        Ronald  W.  Parker
                          Pizza  Inn,  Inc.
                          3551  Plano  Parkway
                          The  Colony,  Texas  75056

Any  party  may  change  his or its address by written notice in accordance with
this  Paragraph  8.01.  Notice delivered personally shall be deemed communicated
as  of  actual  receipt; mailed notices shall be deemed communicated as of three
days  after  proper  mailing.
8.02     LAW  GOVERNING  AGREEMENT.  This  Agreement  shall  be  governed by and
construed  in accordance with the laws of the State of Texas and all obligations
shall  be  performable  in  Denton  County,  Texas.
8.03     WAIVERS.  No  term  or  condition  of this Agreement shall be deemed to
have  been waived nor shall there be any estoppel to enforce any of the terms or
provisions  of  this Agreement except by written instrument of the party charged
with  such  waiver  or  estoppel, and, if the Company is the waiving party, such
waiver  must  be approved by the Board.  Further, it is agreed that no waiver at
any  time of any of the terms or provisions of this Agreement shall be construed
as  a waiver of any of the other terms or provisions of this Agreement, and that
a  waiver  at any time of any of the terms or provisions of this Agreement shall
not  be  construed  as  a  waiver  at  any  subsequent time of the same terms or
provisions.
8.04     AMENDMENTS.  No  amendment  or  modification of this Agreement shall be
deemed  effective  unless  and  until  executed in writing by all of the parties
hereto  and  approved  by  the  Board.
8.05     SEVERABILITY  AND  LIMITATION.  All  agreements and covenants contained
herein are severable and in the event any of them shall be held to be invalid by
any  competent  court,  this  Agreement  shall be interpreted as if such invalid
agreements  or  covenants  were not contained herein.  Should any court or other
legally  constituted authority determine that for any such agreement or covenant
to  be  effective  that  it must be modified to limit its duration or scope, the
parties  hereto  shall  consider  such  agreement  or  covenant to be amended or
modified  with  respect to duration and scope so as to comply with the orders of
any  such  court  or  other  legally constituted authority, and, as to all other
portions  of  such  agreements or covenants, they shall remain in full force and
effect  as  originally  written.
8.06     HEADINGS.  All  headings  set  forth in this Agreement are intended for
convenience  only  and  shall not control or affect the meaning, construction or
effect  of  this  Agreement  or  of  any  of  the  provisions  thereof.
8.07     SURVIVAL.  Articles  III,  V  and VII shall survive termination of this
Agreement.
     EXECUTED  as  of  the  date  and  year  first  above  written.
PIZZA  INN,  INC.
                               By: /s/B. Keith Clark
                               Name: B. Keith Clark
                               Title:Senior VP, General Counsel

                               EXECUTIVE
                                /s/Ronald W. Parker

                              Ronald  W.  Parker



<PAGE>
                              EXECUTIVE BONUS PLAN
                              --------------------
     The Company agrees to pay Executive the cash bonuses provided below, during
the  term  of  the  Employment  Agreement,  in  the  manner  and under the terms
described  herein.  The  Compensation  Committee  also has the authority, in its
sole  discretion,  to  authorize an additional bonus to Executive at each fiscal
quarter end and fiscal year end if the Compensation Committee deems such a bonus
appropriate.  The  Compensation  Committee  shall  also  consider  non-recurring
events  as  relevant  for determining discretionary bonuses, if any, and as such
events  may  effect  the  criteria  listed  below.
On  a quarterly basis, the Compensation Committee of the Company shall determine
the  bonus or bonuses to be paid to Executive using the guidelines listed below.
The  Compensation  Committee  shall  make  such  determination, and all relevant
bonuses  shall  be paid, no later than twenty (20) days after fiscal quarter end
or  fiscal  year  end,  as  appropriate.
The  Compensation  Committee  shall  review  the following criteria to determine
calculation  of  all  non-discretionary bonuses.  A maximum bonus allocated as a
percentage  of salary for each listed criteria shall be twenty percent (20%) for
each Group A criteria and ten percent (10%) for each Group B criteria.  Specific
considerations  listed  in  each  individual  criteria  are  intended  to  be
illustrative  of  matters  relevant  for  consideration, not an exhaustive list.
Consideration  will  also  be  given to decisions negatively impacting the given
criteria  over  a  short  term  to  better  enhance long term Company prospects.

Group  A  Criteria
Revenue growth will be analyzed quarterly, giving due consideration to commodity
price  fluctuations.  Revenue  growth  will  be  reviewed  at  the  top line, in
separate  profit  centers  and  in  new  business  opportunities.
Net  income  growth  will  be  analyzed  quarterly.  Net  income  growth will be
reviewed  at  the  top  line,  in  separate  profit centers, and in new business
opportunities.
New  store  openings will be analyzed quarterly.  The review will include number
of  openings, type of unit, and strength of opening.  Consideration will also be
given to area developer agreements, master license agreements, and multiple unit
commitments.
Store  sales  will  be  analyzed  quarterly,  giving due consideration to market
conditions  and industry trends.  The review will consider same store sales, new
store sales, company store sales and relevant current and prior year promotional
efforts.
Stock  price  movement will be analyzed quarterly, as well as Company efforts to
increase  its  visibility  in  the  marketplace.

Group  B  Criteria
Unit  closings  will  be analyzed, reviewing the number of closings, unit types,
reasons  for  closings,  and  efforts  undertaken  to  reduce  closings.
General  and  administrative expenses, as a percentage of total revenue, will be
analyzed  quarterly.





</TEXT>
</DOCUMENT>
