Universal Capital Group to Manage Liquidation of 13Three D Departments, Inc. Retail Outlets.

MINNEAPOLIS--(BUSINESS WIRE)--Aug. 20, 1999--

Includes Both Three D Bed Bath and More and Linens Plus Outlets

Consumers Can Expect Substantial Savings Opportunities

on All Merchandise

Universal Capital Group today announced that it was the highest bidder at

the U.S. Bankruptcy Court auction to manage the inventory liquidation for thirteen Three D Departments retail outlets, including six stores in Arizona; three stores in California; and four stores in Connecticut. Universal Capital Group was one of five companies to submit bids to handle the inventory liquidation for the closing outlets. Universal provided the highest bid and was appointed sole liquidator by the U.S. Bankruptcy Court for the Central District of California - Santa Ana Division for the 13 outlets.

Three D Departments, Inc. is a specialty retail chain selling home textiles, decorative housewares and other home fashion items for the bedroom, bathroom and more. Three D operates its retail stores under the trade names: Three D Bed & Bath, Three D Bed Bath.... & More, Linens Plus and Linens Plus + More!

Universal began the liquidation sales on August 18, 1999 and is still readying the stores for the large crowds expected. Value-conscious shoppers and other bargain hunters won't be disappointed. Shoppers looking just for home accents or looking to redecorate an entire room can expect substantial savings on everything from linens and fashion draperies to picture frames and mirrors!

Discounts will be given on all categories of merchandise and the sale will continue until all inventory, which is valued at $14 million, is sold. The Three D outlets participating in the inventory liquidation include: -0-

THREE D BED, BATH....& MORE OUTLETS
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Connecticut
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532 Bushy Hill Rd.                  Simsbury (Farmington Valley Mall)
1293 Silas Deana Hwy.               Wethersfield
425 Post Rd.                        Westport
665 Boston Post Rd. E               Old Saybrook

California
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22025 Hawthorne Blvd.               Torrance
16315 Culver Dr. No. 180            Irvine
27815 Santa Margarita Pkwy.         Mission Viejo


LINENS PLUS + MORE
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Arizona
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8999 E. Indian Bend Rd.             Scottsdale
8939 E. Indian Bend Rd.             Scottsdale
12805 North Tatum Blvd.             Phoenix
1919 E. Camelback Rd. No. 128       Phoenix (Camelback Colonnade Mall)
8154 W. Bell Rd.                    Glendale
1345 S. Alma School Rd.             Mesa

Michael Catain, Universal Capital Group President and COO said, "Once again, by virtue of our success in the inventory liquidation industry, we were able to secure the winning bid at the Bankruptcy Court auction held on August 10, 1999. Our hands-on management style and low overhead, coupled with years of experience in the liquidation industry gives us the ability to offer a higher bid than our competitors."

Catain said, "Our success in managing large inventory liquidations is evident in the number of liquidation sales that we have recently conducted. Since last fall, Universal has managed inventory liquidations for several well-known retail chains, including Sun Television and Appliances, once a 59-store chain operating in eight states; LOT$OFF, a 45-store chain operating in five states; MJDesigns, a 35 store specialty retailer of arts and crafts merchandise; and now for Three D Departments."

Catain concluded, "We look forward to continuing to expand our marketing reach in the specialty retailing industry, not only for inventory liquidations, but also in strategic retail consulting, inventory evaluation, collateral monitoring and mezzanine financing."

Organized in 1996, Minneapolis-based Universal Capital Group is an established full-service retail consultant serving both retail management and asset-based lenders. Universal provides a variety of services including strategic store analyses, inventory evaluation, collateral monitoring and inventory liquidation. Universal also provides a mezzanine financing service to assist lenders and businesses with their funding and liquidity needs. The Company has handled liquidations in hundreds of locations throughout the United States, representing more than $500 million in merchandise sales. For further information about the services that Universal Capital Group provides, please contact Michael Catain, Universal Capital Group President and COO at (612) 541-8111, fax your request to (612) 541-9111 or send an e-mail to catainm@ucgllc.com.