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ACTION STAFFING, INC. SIGNS LETTER OF INTENT

 ACTION STAFFING, INC. SIGNS LETTER OF INTENT
 TAMPA, Fla., Jan. 21 /PRNewswire/ -- Action Staffing, Inc.


(NASDAQ: ACTS) announced today that it signed a letter of intent to sell 58 percent of its issued and outstanding shares of common stock to a newly formed company that is wholly owned by American Pacific Industries, Inc., a private Colorado corporation ("Newco").
 Newco may acquire additional shares of Action Staffing based upon performance criteria, but in no event shall Newco's entire equity interest exceed 66-2/3 percent. In connection with the transaction as presently contemplated, David Miller's employment agreement with Action Staffing will be terminated and Miller will no longer be chairman of the board. Miller will, however, remain a director of Action Staffing and shall be retained as a consultant by Action Staffing. Additionally, simultaneously with this transaction, Action Staffing shall divest its entire equity interest in Kent Holdings, Ltd. to Miller, or his designee.
 The precise consideration to be paid to Action Staffing is to be based upon certain formulas and ratios which have not yet been determined. It is presently contemplated, however, that the aggregate consideration will be cash and assets valued such as to insure compliance with NASDAQ's new maintenance listing criteria.
 The entering into of a definitive stock purchase agreement and the closing of the transactions completed therein are subject to the completion of due diligence, approvals of each of the respective company's board of directors, shareholders and are subject to any other regulatory or other necessary approvals. "If effected, the transaction would result in a stronger Action Staffing which would have greater scope, marketing expertise, and would able Action Staffing to benefit from economies of scale," said Miller.
 Action Staffing currently has approximately 11,300 employees leased to over 600 clients, chiefly small-to-medium-size companies or branches, in 34 states. It provides a wide range of employee benefits and human resource functions in its service to these organizations.
 -0- 1/21/92
 /CONTACT: Luke D. Graham, vice president of Action Staffing, 813-623-5177/
 (ACTS) CO: Action Staffing, Inc.; American Pacific Industries, Inc. ST: Florida, Colorado IN: SU: TNM


BN-AW -- FL001 -- 1636 01/21/92 08:29 EST
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Publication:PR Newswire
Date:Jan 21, 1992
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