AGREEMENT TO COMPROMISE DEBT






     FOR VALUE RECEIVED, the undersigned being a creditor of _
[Company] hereby enters into an agreement to compromise and
reduce the indebtedness due the undersigned on the following
terms and conditions:
     1. The Company and the undersigned acknowledge that the
        present debt due is $_.
     2. The parties agree that the undersigned shall accept the
        sum of $_ as full and total payment on said debt and in
        complete discharge of all monies presently due,
        provided the sum herein shall be punctually paid in
        the manner following:


        _


     3. In the event the Company fails to punctually pay the
        reduced amount, the undersigned creditor shall have
        full rights to prosecute it claim for the total debt
        due under paragraph 1 [less payments made].
     4. This agreement shall be binding upon and inure to the
        benefit of the parties, their successors, assigns and
        personal representatives.
     Signed under seal this _ day of _, 19_.








_______________________________
                                              Creditor








_______________________________
                                              Company