UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 17)*
4Kids Entertainment, Inc.
-------------------------
(Name of Issuer)
Common Stock, $.01 Par Value
----------------------------
(Title of Class of Securities)
350865-10-1
-----------
(CUSIP Number)
Arnold N. Bressler, Esq.
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<S> <C>
One Pennsylvania Plaza, 49th Floor, New York, New York 10119-0165 - (212) 594-5300
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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October 8, 1998
---------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such
class.)(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior coverage page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP NO. 350865-10-1 PAGE 1
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
ALFRED R. KAHN ###-##-####
- ----------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* [ ]
[ ]
- ----------------------------------------------------------------
3 SEC USE ONLY
- ----------------------------------------------------------------
4 SOURCE OF FUNDS*
PF, OO
- ----------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e):
[ ]
- ----------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- ----------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER
-0-
- ----------------------------------------------------------------
8 SHARED VOTING POWER
-0-
- ----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
939,000
- ----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
- ----------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
939,000
- ----------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- ----------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.0%
- ----------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- ----------------------------------------------------------------
<PAGE>
PAGE 2
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LION HOLDINGS, INC., f/k/a TIGER ELECTRONICS INC.
- ----------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* [ ]
[ ]
- ----------------------------------------------------------------
3 SEC USE ONLY
- ----------------------------------------------------------------
4 SOURCE OF FUNDS*
NOT APPLICABLE
- ----------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e):
[ ]
- ----------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
ILLINOIS
- ----------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER
-0-
- ----------------------------------------------------------------
8 SHARED VOTING POWER
-0-
- ----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
-0-
- ----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
- ----------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
- ----------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- ----------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
-0-
- ----------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
CO
- ----------------------------------------------------------------
<PAGE>
PAGE 3
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OWEN RANDALL RISSMAN
- ----------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* [ ]
[ ]
- ----------------------------------------------------------------
3 SEC USE ONLY
- ----------------------------------------------------------------
4 SOURCE OF FUNDS*
NOT APPLICABLE
- ----------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e):
[ ]
- ----------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- ----------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER
503,333
- ----------------------------------------------------------------
8 SHARED VOTING POWER
-0-
- ----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
503,333
- ----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
- ----------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
503,333
- ----------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- ----------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.2%
- ----------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- ----------------------------------------------------------------
<PAGE>
PAGE 4
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LIQUIDATING TRUST FOR LION HOLDINGS, INC.
- ----------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* [ ]
[ ]
- ----------------------------------------------------------------
3 SEC USE ONLY
- ----------------------------------------------------------------
4 SOURCE OF FUNDS*
NOT APPLICABLE
- ----------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e):
[ ]
- ----------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- ----------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER
939,000
- ----------------------------------------------------------------
8 SHARED VOTING POWER
-0-
- ----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
-0-
- ----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
- ----------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
939,000
- ----------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- ----------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.0%
- ----------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
OO
- ----------------------------------------------------------------
<PAGE>
Item 1. Security and Issuer.
This statement relates to shares of the Common Stock, $.01 par value
per share, of 4Kids Entertainment, Inc., a New York corporation (the "Company").
The address of the principal executive office of the Company is 1414 Avenue of
the Americas, New York, New York 10019. This statement also constitutes (i)
Amendment No. 16 to Schedule 13D filed by Alfred R. Kahn on March 21, 1988, and
(ii) Amendment No. 17 to Schedule 13D of (i) Alfred R. Kahn, (ii) Lion Holdings,
Inc., f/k/a Tiger Electronics Inc., and (iii) Owen Randall Rissman dated
February 22, 1991.
Item 2. Identity and Background.
I. (a) Alfred R. Kahn.
(b) Mr. Kahn's business address is 1414 Avenue of the
Americas, New York, New York 10019
(c) Mr. Kahn is Chairman of the Company.
(d-e) During the last five years, Mr. Kahn has not been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors)
and was not a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, Federal or state securities laws
or finding any violations with respect to such laws.
(f) Mr. Kahn is a citizen of the United States.
II. (a) Lion Holdings, Inc. ("Lion"), f/k/a Tiger Electronics, Inc.,
an Illinois corporation. On April 1, 1998, Tiger Electronics, Inc. changed its
name to Lion Holdings, Inc. On July 21, 1998, Lion filed Articles of Dissolution
with the Illinois Secretary of State.
(b) The address of Lion's principal business and its principal
office was 980 Woodlands Parkway, Vernon Hills, Illinois 60061.
(c) During the last five years, Lion has not been convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors) and
was not a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree of final order enjoining future violations of, or prohibiting
or mandating activities subject to, Federal or state securities laws or finding
any violations with respect to such laws.
III. (a) Mr. Owen Randall Rissman ("Mr. Rissman").
(b) Mr. Rissman's business address is 980 Woodlands
Parkway, Vernon Hills, Illinois 60061.
Page 5 of 9 pages
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(c) Mr. Rissman was the controlling shareholder of Lion and
was a director, President and Treasurer of Lion.
(d-e) During the last five years, Mr. Rissman has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) and was not a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, Federal or
state securities laws or finding any violations with respect to such laws.
(f) Mr. Rissman is a citizen of the United States.
IV. (a-c) The Liquidating Trust for Lion Holdings, Inc. (the
"Liquidating Trust") is an Illinois Trust formed for the purpose of liquidating
and winding up the affairs of Lion Holdings, Inc. The principal address of the
Liquidating Trust is c/o Mr. Robert Dunn Glick, 180 North LaSalle Street, Suite
2700, Chicago, Illinois 60601. The Trustee is Mr.
Robert Dunn Glick ("Mr. Glick").
(d-e) During the last five years, the Liquidating Trust has not
been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) and was not a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, Federal or
state securities laws or finding any violations with respect to such laws.
Item 4. Purpose of Transaction.
On October 8, 1998, as part of Lion's liquidation and dissolution,
Lion distributed (i) 116,667 shares of the Company to Mr. Glick, as Trustee of
the Rissman Family 1997 Trust (the "Rissman Trust"), and (ii) 233,333 shares of
the Company to Mr. Rissman. No funds were involved in either of these transfers.
Item 5. Interest in Securities of the Issuer.
(a)-(b) Mr. Kahn is the beneficial owner of 939,000 shares of the
Company's Common Stock. This represents 26.0% of the Company's issued and
outstanding shares. As of November 13, 1998, an option to purchase 25,000 shares
of the Company's Common Stock was granted to Mr. Kahn. As a result of such grant
Mr. Kahn's beneficial ownership of the Company's Common Stock is comprised of
(i) currently exercisable options to acquire 565,000 shares, over which Mr. Kahn
would have sole dispositive power if exercised (ii) 374,000 shares, over which
he has sole dispositive power, (iii) 2,000 shares purchased by Mr. Kahn's wife,
(iv) 5,000 shares held by Mr. Kahn c/f Cassidy Kahn under UGMA/NY, and (v)
15,000 shares purchased by Mr. Kahn's three adult children as to which Mr. Kahn
disclaims beneficial ownership.
After the transfers to the Rissman Trust and to Mr. Rissman, Lion no
longer owns any shares of the Company's Common Stock.
Page 6 of 9 pages
<PAGE>
Mr. Rissman is the beneficial owner of 503,333 shares of the
Company's Common Stock. This represents 15.2% of the Company's issued and
outstanding shares. Mr. Rissman's beneficial ownership of the Company's Common
Stock is comprised of (i) 233,333 shares, over which he has sole voting and
dispositive power, and (ii) currently exercisable options to acquire 270,000
shares, over which Mr. Rissman would have sole voting and dispositive power if
exercised.
The Liquidating Trust is the beneficial owner of 939,000 shares of
the Company's Common Stock. This represents 26.0% of the Company's issued and
outstanding shares. The Liquidating Trust's beneficial ownership of the
Company's Common Stock is comprised of (i) Mr. Kahn's currently exercisable
options to acquire 565,000 shares, over which the Liquidating Trust has the sole
power to vote pursuant to an Irrevocable Proxy executed by Mr. Kahn to Lion,
dated as of March 11, 1991 (the "Irrevocable Proxy"), and (ii) 374,000 shares
owned by Mr. Kahn and members of Mr. Kahn's family which the Liquidating Trust
has the sole power to vote pursuant to the Irrevocable Proxy. On July 17, 1998,
all of Lion's rights, duties and obligations under the Irrevocable Proxy were
transferred to the Liquidating Trust.
(c) On October 8, 1998, as part of Lion's liquidation and
dissolution, Lion transferred (i) 116,667 shares of the Company to Mr. Glick, as
Trustee of the Rissman Trust, and (ii) 233,333 shares of the Company to Mr.
Rissman.
(d) Not applicable.
(e) As of October 8, 1998, Lion ceased to be the beneficial owner of
more than 5% of the Company's Common Stock.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
On July 17, 1998, Lion, as part of its liquidation and dissolution
process, transferred to the Liquidating Trust:
(i) the Collateral Promissory dated as of March 11, 1991
(the "1991 Note");
(ii) the Collateral Promissory Note dated as of April 4, 1994
(the "1994 Note");
(iii) the Irrevocable Proxy; and
(iv) all of Lion's rights, duties and obligations under that
certain Agreement, dated March 11, 1991, by and among
Lion, Mr. Kahn and Mr. Rissman, as modified (the "1991
Agreement").
As previously reported, Mr. Kahn borrowed a total of $528,582 from
Lion to finance his purchases of a total of 140,750 shares of the Company's
Common Stock, which loans are evidenced by the 1991 Note and the 1994 Note. On
July 17, 1998, Lion transferred all of its rights, duties and obligations under
the 1991 Note and the 1994 Note to the Liquidating
Page 7 of 9 pages
<PAGE>
Trust. As of November 6, 1998, Mr. Kahn and Mr. Glick, as Trustee of the
Liquidating Trust entered into Letter Agreements further extending the due date
of the 1991 Note and the 1994 Note to April 15, 1999. The aggregate principal
amount of the 1991 Note and the 1994 Note is currently $247,682.
As of October 22, 1998, the Liquidating Trust, Mr. Kahn, Mr. Rissman
and the Rissman Trust entered into a Letter Agreement pursuant to which each of
the parties consented and agreed to (i) Lion's transfer of the 1991 Note, the
1994 Note, the Irrevocable Proxy and Lion's right, duties and obligations under
the 1991 Agreement to the Liquidating Trust on July 17, 1998, and (ii) Lion's
transfers of shares of the Company's Common Stock to Mr. Rissman and the Rissman
Trust on October 8, 1998.
None of Lion, Mr. Kahn, the Liquidating Trust, Mr. Rissman and
the other executive officers and directors of Lion have any contracts,
arrangements, understandings, or relationships with respect to securities of
the Company, other than as set forth herein or in Schedule 13D dated February
22, 1991, Amendment No. 1 thereto dated March 12, 1991, Amendment No. 7
thereto dated July 16, 1992 and Amendment No. 10 thereto dated April 4, 1994.
Item 7. Materials to be Filed as Exhibits.
Exhibit 16 Letter Agreement by and among the Liquidating
Trust, Mr. Kahn, Mr. Rissman and the
Rissman Trust, dated October 22, 1998.
Exhibit 17 Letter Agreement between Mr. Glick, as Trustee
of the Liquidating Trust and Alfred R.
Kahn, dated as of November 6, 1998
extending due date of the 1991 Note.
Exhibit 18 Letter Agreement between the Liquidating
Trust and Alfred R. Kahn, dated as of
November 6, 1998 extending due date of the
1994 Note.
Page 8 of 9 pages
<PAGE>
SIGNATURES
After reasonable inquiry, and to the best of the knowledge and
belief of each of the undersigned, each of the undersigned hereby certifies that
the information set forth in this statement is true, complete and correct.
/s/ Alfred R. Kahn
-----------------------------------------
Alfred R. Kahn
/s/ Owen Randall Rissman
-----------------------------------------
Owen Randall Rissman
LION HOLDINGS, INC.,
formerly TIGER ELECTRONICS INC.
and
LIQUIDATING TRUST FOR LION HOLDINGS, INC.
By /s/ Robert Dunn Glick
-----------------------------------------
Robert Dunn Glick, as Trustee of the
Liquidating Trust for Lion Holdings,
Inc., and formerly Secretary of Lion
Holdings, Inc.
Dated: February 9, 1999
Page 9 of 9 pages
EXHIBIT 16
LIQUIDATING TRUST FOR
LION HOLDINGS, INC.
c/o Robert Dunn Glick, Trustee
180 North LaSalle Street
Suite 2700
Chicago, Illinois 60601
October 22, 1998
Mr. Alfred R. Kahn
4Kids Entertainment, Inc.
1414 Avenue of the Americas
New York, New York 10019
Dear Mr. Kahn:
As you know, Lion Holdings, Inc. (formerly known as Tiger Electronics,
Inc.) ("Lion") is in the process of dissolving and winding up its affairs.
One step in this process includes the distribution of the following assets,
rights and obligations of Lion relating to 4Kids Entertainment, Inc.
(formerly known as Leisure Concepts, Inc.) ("4Kids"):
1. All of the shares of 4Kids common stock owned by Lion at the date of
its dissolution (the "Lion 4Kids Shares").
2. The Collateral Promissory Notes (the "Notes") previously executed by
you and delivered to Lion in connection with the loans made by Lion to you for
the purpose of your purchasing shares of 4Kids common stock, together with the
shares of 4Kids common stock pledged by you to secure payment of the Notes (the
"Kahn 4Kids Shares").
3. The Irrevocable Proxy (the "Proxy") given by you to Lion in connection
with the pledge of the Kahn 4Kids Shares to Lion, which Proxy permits Lion to
vote the Kahn 4Kids Shares.
4. All of Lion's rights, duties and obligations under that certain
Agreement (the "Agreement"), dated March 11, 1991, by and among Lion, Owen
Randall Rissman ("Rissman") and you, relating to the respective shareholdings of
the parties in 4Kids, including, but not limited to, certain rights of first
refusal upon sales or transfers of shares of 4Kids common stock.
The purpose of this letter is to notify you that on July 17, 1998, the
Notes, the Proxy and Lion's rights, duties and obligations under the Agreement
were transferred by Lion to the Liquidating Trust for Lion Holdings, Inc. (the
"Liquidating Trust"), of which the undersigned is the sole Trustee (the
"Liquidating Trustee"). Furthermore, on October 8, 1998, Lion distributed the
Lion 4Kids Shares to Rissman and the undersigned, as Trustee of the Rissman
Family 1997 Trust (the "Rissman Trust").
As a consequence of the aforesaid transfers, please be advised of the
following:
(i) All payments due from you under the Notes should, from this date
forward, be made to: Robert Dunn Glick, as Trustee of
<PAGE>
the Liquidating Trust for Lion Holdings, Inc., 180 North LaSalle Street,
Suite 2700, Chicago, Illinois 60601.
(ii) Inasmuch as the Liquidating Trustee will now have the sole right to
vote the Kahn 4Kids Shares under the Proxy, all notices and other communications
received by you from 4Kids in connection with any matters on which a vote of the
4Kids stockholders may be taken should be forwarded to the Liquidating Trustee
at the address set forth in (i), above, for the purpose of allowing the
Liquidating Trustee to vote the Kahn 4Kids Shares under the Proxy.
(iii) Copies of all notices and other communications that are required or
may be given under the Agreement to Lion should, from this date forward, be sent
to the undersigned, as Trustee of the Rissman Trust, at the address set forth in
(i), above, and to Rissman at his address set forth in the Agreement. In
connection with the transfer of the Lion 4Kids Shares to Rissman and the Rissman
Trust, the latter parties (as evidenced by their signatures below) shall be
responsible for discharging all of the duties and obligations formerly owed by
Lion thereunder to you.
After you have reviewed the information contained in this letter, please
address any questions you may have to the undersigned. It would also be
appreciated if you would sign the enclosed copy of this letter and return it to
the undersigned as evidence of your receipt thereof and as your consent to the
foregoing.
Thank you.
Sincerely,
LIQUIDATING TRUST FOR
LION HOLDINGS, INC.
By: /s/ Robert Dunn Glick
------------------------------
Robert Dunn Glick, as
Trustee of the
Liquidating Trust for
Lion Holdings, Inc.
Consented and agreed to by:
/s/ Alfred R. Kahn
- --------------------------------------
Alfred R. Kahn
Also consented and agreed to by:
/s/ Owen Randall Rissman
- --------------------------------------
Owen Randall Rissman
RISSMAN FAMILY 1997 TRUST
By: /s/ Robert Dunn Glick
- --------------------------------------
Robert Dunn Glick, as Trustee of
the Rissman Family 1997 Trust
Exhibit 17
Dated as of November 6, 1998
Mr. Robert Dunn Glick,
as Trustee of the
Liquidating Trust
for Lion Holdings, Inc.
180 North LaSalle Street
Suite 2700
Chicago, Illinois 60601
Dear Mr. Glick:
Reference is made to the Collateral Promissory Note (the "Note"),
dated as of March 11, 1991, in the principal amount of $305,926.00, made by the
undersigned and payable to the order of Tiger Electronics, Inc. (now known as
Lion Holdings, Inc.) which Note has been assigned to you as Trustee of the
Liquidating Trust for Lion Holdings, Inc.
This is to set forth our agreement and understanding that the due
date of the Note shall be extended to April 15, 1999.
If the foregoing is in accordance with your understanding, kindly so
indicate by executing this letter in the place provided below.
Very truly yours,
/s/ Alfred R. Kahn
Alfred R. Kahn
AGREED:
/s/ Robert Dunn Glick
- ------------------------------
Robert Dunn Glick,
as Trustee of the
Liquidating Trust
for Lion Holdings, Inc.
Exhibit 18
Dated as of November 6, 1998
Mr. Robert Dunn Glick,
as Trustee of the
Liquidating Trust
for Lion Holdings, Inc.
180 North LaSalle Street
Suite 2700
Chicago, Illinois 60601
Dear Mr. Glick:
Reference is made to the Collateral Promissory Note (the "Note"),
dated as of April 4, 1994, in the principal amount of $222,656.25, made by the
undersigned and payable to the order of Tiger Electronics, Inc. (now known as
Lion Holdings, Inc.) which Note has been assigned to you as Trustee of the
Liquidating Trust for Lion Holdings, Inc.
This is to set forth our agreement and understanding that the due
date of the Note shall be extended to April 15, 1999.
If the foregoing is in accordance with your understanding, kindly so
indicate by executing this letter in the place provided below.
Very truly yours,
/s/ Alfred R. Kahn
Alfred R. Kahn
AGREED:
/s/ Robert Dunn Glick
- ------------------------------
Robert Dunn Glick,
as Trustee of the
Liquidating Trust
for Lion Holdings, Inc.