EX-10.23
from 10-K405
1 page
Independent Auditors' Consent We Consent to the Incorporation by Reference in Registration Statement No. 333-30895 on Form S-8 of Our Report Dated August 14, 1998 (September 10, 1998 as to Notes 3 and 8), Appearing in This Annual Report on Form 10-K of Phar-Mor, Inc. for the Fiscal Year Ended June 27, 1998. Our Report Expresses an Unqualified Opinion on the Consolidated Balance Sheets of Phar-Mor, Inc. and Subsidiaries as of June 27, 1998 and June 28, 1997 and the Related Consolidated Statements of Operations, Changes in Stockholders' Equity (Deficiency) and Cash Flows for the Fifty-Two Weeks Ended June 27, 1998, the Fifty-Two Weeks Ended June 28, 1997 and the Forty-Three Weeks Ended June 29, 1996. Our Report Expresses a Qualified Opinion on the Consolidated Statements of Operations, Changes in Stockholders' Equity (Deficiency) and Cash Flows of Phar-Mor, Inc. and Subsidiaries for the Nine Weeks Ended September 2, 1995 as Reliable Accounting Records and Sufficient Evidential Matter to Support the Acquisition Cost of Property and Equipment Were Not Available. Also, Our Report Includes an Explanatory Paragraph Relating to the Comparability of Financial Information Prior to September 2, 1995 as a Result of Phar-Mor's Emergence From Bankruptcy and the Creation of a New Entity. Deloitte & Touche Llp Pittsburgh, Pennsylvania September 25, 1998
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EX-10.12
from 10-K405
1 page
Amendment to Employment Agreement This Amendment to Employment Agreement (The "Amendment") Is Entered Into by and Between Phar-Mor, Inc., a Pennsylvania Corporation (The "Company") and Warren E. Jeffery (The "Employee") as of August 27, 1998 (The "Effective Date"). Whereas, Employee Is Currently Employed by the Company Pursuant to a Written Employment Agreement Dated as of June 23, 1998 (The "Existing Agreement"); and Whereas, the Company and the Employee Desire to Amend the Existing Agreement. Now, Therefore, in Consideration of the Mutual Promises and Covenants Contained Herein, the Parties Agree as Follows: 1. Section IV., Termination, Sub-Paragraph F.3., Other Than for Cause or by Reason of Death or Disability, as Set Forth in the Existing Agreement Shall Be Amended to Provide, Notwithstanding Anything to the Contrary Contained in the Existing Agreement, Should a Change of Control Occur on or Prior to August 27, 1999, Then the Employee Shall Be Entitled to All of Those Benefits Set Forth in Sub-Paragraph F.3.(b) in Addition to Any Other Benefits the Employee Is Entitled to Thereunder. the Date "June 23, 1998" as Contained in Sub-Paragraph F.3.(b) of the Existing Agreement Shall Be Deleted and "August 27, 1999" Shall Be Inserted in Its Place as It Applies to Any Change of Control to Provide That in Such Event the Employee Shall Receive Two Times Total Compensation as Described in the Existing Agreement. 2. All Other Current Terms and Conditions of the Existing Agreement, Shall Remain the Same and Any Defined Terms Used Herein Shall Have the Meaning as Defined in the Existing Agreement. in Witness Whereof, the Parties Hereto Have Executed This Amendment as of the Date First Above Written. Phar-Mor, Inc. By: Abbey J. Butler Warren E. Jeffery Co-Chairman and Chief Executive Officer By: Melvyn J. Estrin Co-Chairman and Chief Executive Officer
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