EXHIBIT 6.23 AGREEMENT FOR RETIREMENT OF KCD HOLDINGS OPTION SHARES, DATED SEPTEMBER 12, 1996, BY AND BETWEEN THE COMPANY AND DENISE VAN DAALEN WETTERS

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                                  EXHIBIT 6.23

                 AGREEMENT FOR RETIREMENT OF KCD HOLDINGS OPTION
          SHARES, DATED SEPTEMBER 12, 1996, BY AND BETWEEN THE COMPANY
                          AND XXXXXX VAN XXXXXX XXXXXXX

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                               September 12, 1996

Ms. Xxxxxx van Xxxxxx Xxxxxxx
0000 Xxxxxxxxx Xxxx, Xxxxx 000
Xxxxxxxx Xxxxxxx, XX 00000

    Re:      Retirement of KCD Holdings ("KCD") Option Shares

Dear Xxxxxx:

    In connection with your agreement to tender to KCD for retirement the
100,000 shares of KCD common stock issued to you upon exercise of "Option 1" and
"Option 2" under paragraph 4.1.1 of your Employment Agreement with KCD dated
August 15, 1995, KCD has agreed to extend the Option 1 exercise period through
and including the expiration of the Option 2 exercise period set forth in
paragraph 4.1.1 of your Employment Agreement.

    If you are in agreement with the foregoing, please act to countersign this
letter where indicated hereinbelow and return same to KCD.

                                             Sincerely,

                                             KCD HOLDINGS INCORPORATED



                                             Wellington Ewen, President

AGREED AND ACCEPTED:


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Xxxxxx van Xxxxxx Xxxxxxx