SECOND AMENDED AND RESTATED BRIDGE LOAN AND CONSULTING AGREEMENT BY AND BETWEEN PACIFIC ACQUISITION GROUP, INC. AND LEGACY BRANDS, INC., DATED JUNE, 1997


                                      6.12

        SECOND AMENDED AND RESTATED BRIDGE LOAN AND CONSULTING AGREEMENT
                 BY AND BETWEEN PACIFIC ACQUISITION GROUP, INC.
                   AND LEGACY BRANDS, INC., DATED JUNE, 1997

                                   [TO COME]
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Filed: July 31st, 1997
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