EXHIBIT 10.4
                          SPECIALTY RETAIL GROUP, INC.
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                           ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
                                January 24, 1997
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Dear ▇▇▇▇▇▇:
            This will confirm our agreement that effective immediately, all of
the options to purchase Common Stock of Specialty Retail Group, Inc. granted
pursuant to your employment agreement dated April 1, 1996 and your prior
consulting agreement held by you are terminated and with no further force and
effect.
            Kindly indicate your agreement to the foregoing by countersigning
the enclosed copy of this letter.
                                    Very truly yours,
                                    SPECIALTY RETAIL GROUP, INC.
                              By:   /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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                                    ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Authorized Signatory
ACCEPTED AND AGREED:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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