ENCORE GROUP INC
8-K, 1996-12-19
MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K
                                 CURRENT REPORT
                       Pursuant to Section 13 or 15 (d) of
                       The Securities Exchange Act of 1934


                        Date of Report December 18, 1996

                             THE ENCORE GROUP, INC.
                       Incorporated in the State of Oregon
                          COMMISSION FILE NUMBER 0-4563
               (I.R.S. Employer Identification Number: 93-0580867)
                                 P.O. Box 69536
                             Portland, Oregon 97201
                        Telephone Number: (503) 221-4255


Item 5.  Other Events

The  Registrant's  bank, Union Bank of California  ("Bank"),  has entered into a
Settlement Agreement with Registrant and its subsidiary, VDO-Pak, Inc. forgiving
a note due  balance of  $1,235,238.04  along with  interest  of  $119,870.63  in
exchange  for 1,005  shares of Encore  common  stock held by Encore's  principal
shareholders,  Bruce L. Engel and Teri E.  Engel  ("Engels").  The  Engels  were
guarantors  of  the  note.  The  Settlement  Agreement  was  part  of a  broader
settlement  involving  the  Engels  and the  Bank in  which  the  Engels  made a
substantial  additional  consideration  to  the  Bank.  In  recognition  of  the
consideration made by the Engels the registrant  cancelled a shareholder note in
the amount of $74,500.

                                 SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.


                                              THE ENCORE GROUP, INC.



                                              By       /s/                    
                                              Kenneth L. Wright
                                              Executive Vice President and
                                              Principal Financial Officer
                                              THE ENCORE GROUP, INC.

P.O. Box 69536                                (503)221-4255
Portland, Oregon 97201                   FAX: (503)221-1902


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