Exhibit 8.3.6

                                  Exhibit 8.3.6

                        MHMG-TN Assignment and Assumption

                                 [See Attached]






                       ASSIGNMENT AND ASSUMPTION AGREEMENT
 (MainStreet Healthcare Medical Group, PC, a Tennessee professional corporation)


         KNOW ALL MEN, that MAINSTREET HEALTHCARE MEDICAL GROUP, PC, a
Tennessee professional corporation with its principal office at 0000 Xxxx
Xxxxxx, Xxxxxx, Xxxxxxx (the "Assignor"), for and in consideration of good and
valuable consideration to it in hand paid at or before the ensealing and
delivery of these presents, by UCI MEDICAL AFFILIATES OF GEORGIA, INC., a South
Carolina corporation ("Assignee"), the receipt and sufficiency whereof is hereby
acknowledged, hereby assigns to Assignee all of Assignor's right, title and
interest in and to all the intangible assets and rights composing portions of
the MHMG-TN Assets as described in the Acquisition Agreement and Plan of
Reorganization dated effective as of February 9, 1998, by and between Assignor;
Assignee; UCI Medical Affiliates, Inc., a Delaware corporation; MainStreet
Healthcare Corporation, a Delaware corporation; MainStreet Healthcare Medical
Group, P.C., a Georgia professional corporation; Prompt Care Medical Center,
Inc., a Georgia corporation; Xxxxxxx X. Xxxx; A. Xxxxx Xxxxxxx; XXXXXX Private
Equity and Mezzanine Fund, L.P., a Delaware limited partnership; and Xxxxxx X.
Xxxxxxx, Xx. (the "Agreement"), all as provided in the Agreement.

         Assignee hereby covenants with Assignor to assume and faithfully
perform and discharge all of the terms, covenants, liabilities and obligations
set forth on Schedule 1 attached hereto (subject to the Agreement) maturing and
to be performed or discharged by Assignor, if any, under the above assigned
contracts beginning on the date hereof and henceforth.

         This Assignment is made, executed, and delivered pursuant to the
Agreement, and is subject to all the terms, provisions and conditions thereof,
including (without limitation) the mutual indemnifications therein. To the
extent of any conflict between the terms hereof and thereof, the terms of the
Agreement shall be controlling. All capitalized terms not otherwise defined
herein shall have the meanings ascribed to them in the Agreement unless the
context clearly requires otherwise.

                            [SIGNATURE PAGE ATTACHED]








         IN WITNESS WHEREOF, the parties have duly executed this Assignment and
Assumption Agreement to be effective as of the 31st day of March, 1998.


                                    ASSIGNOR:
                                    ---------

IN THE PRESENCE OF:                 MAINSTREET HEALTHCARE MEDICAL GROUP,
                                    P.C., a Tennessee professional corporation
                                                 (CORPORATE SEAL)


_______________________             By:_________________________________________
(Witness)                             Its:______________________________________


_______________________
(Witness)

                                    ASSIGNEE:
                                    ---------

                                    UCI MEDICAL AFFILIATES OF GEORGIA, INC.,
                                    a South Carolina corporation

_______________________
(Witness)
                                    By:_________________________________________
                                      Its:______________________________________

_______________________
(Witness)







                                   SCHEDULE 1

                            LIABILITIES TO BE ASSUMED


None