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                         Roanoke Times
                 Copyright (c) 1995, Landmark Communications, Inc.

DATE: FRIDAY, January 8, 1993                   TAG: 9301080290
SECTION: BUSINESS                    PAGE: A5   EDITION: METRO   
SOURCE: Associated Press
DATELINE: RICHMOND                                LENGTH: Short

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BEST SUES FOUNDERS, OWNERS

Best Products Co. is suing its founders and principal owners, claiming they took advantage of a 1988 leveraged buyout that left the company with little chance to avoid bankruptcy.

The suit filed in New York Southern District U.S. Bankruptcy Court accuses founders Sydney and Frances Lewis and others of unfairly benefiting from the $1.14 billion buyout.

The Lewises, the banks that financed the sale and others saddled Best with more debt than it could handle and left it with inadequate management, the suit says. Best filed for Chapter 11 protection from creditors in January 1990.

The suit alleges that the defendants knew or should have known that the buyout price of $27.50 per share was too high and that the company did not receive a fair return on fees related to the buyout.

The Lewises founded the company in 1956 and developed it into a nationwide chain of about 200 catalog showrooms. They sold stock worth about $14.8 million in the buyout, according to company documents. Also named in the suit is Susan L. Butler, the Lewises' daughter, who sold stock worth about $4.6 million.

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