Retailer shopping.

Clothing heavyweights BCBG and Wet Seal Inc. are duking it out for control of bankrupt G+G Retail Inc.

Wet Seal, based in Orange County's Foothill Ranch, offered to buy most of New York-based G+G for $15.2 million in January. But Vernon-based AZ3 Inc., known for its BCBG women's stores, has matched the offer and upped the ante with a $22 million five-year promissory note to unsecured creditors, an unspecified amount of working capital financing and delivery of $20 million in wholesale merchandise.

There's a catch, however. BCBG's offer would seem to bypass the customary Chapter 11 bankruptcy bidding process, while Wet Seal's offer doesn't. Depending on the opinion of the bankruptcy judge, that could be a deal breaker for BCBG.

"The creditors will be a little bit tempted to take the BCBG offer and possibly ask the court to accept it because it promises them almost a full payout," said Kevin Starke, an analyst with Weeden & Co. LP. "But one objection from really any of the parties, including Wet Seal, may be enough to ensure that the (auction) process is what transpires."

Acquisition of G+G would give BCBG or Wet Seal about 550 stores, many of which occupy prime mall real estate. G+G operates stores under the G&G, Authentica, Rave and Rave Girl names.

AZ3, with about 130 BCBG stores worldwide, last year made key investments in European retailers Alain Monoukian and Don Algodon.