EXHIBIT 10.42


                      IN THE UNITED STATES BANKRUPTCY COURT
                          EASTERN DISTRICT OF ARKANSAS
                              LITTLE ROCK DIVISION

IN RE:     CAPITOL DEVELOPMENT OF ARKANSAS, INC.                   NO. 0043142M
           DEBTOR-IN-POSSESSION                                    (CHAPTER 11)


                   ORDER RESOLVING MOTION FOR RELIEF FROM STAY

         On this day comes on for  hearing the Motion for Relief From Stay filed
on November 13, 2001,  by Nathaniel S. Shapo,  the Director of Insurance for the
State  of  Illinois,  in  his  Capacity  as the  Statutory  and  Court  Affirmed
Liquidator  of Resure,  Inc.,  in  Liquidation  (the  "Liquidator").  The Debtor
appeared by and through its counsel, Geoffrey B. Treece. The Liquidator appeared
by and through its counsel,  Gregory M. Hopkins. Upon the pleadings,  consent of
the  parties and other  matters of proof and law,  the Court finds and orders as
follows:

         1. The Court has jurisdiction  pursuant to 28 U.S.C.ss.ss.157 and 1334.
This matter is a corE  proceeding.  The Court has the authority and the power to
enter a final order.

         2. The  Liquidator  is the holder of a secured claim against the Debtor
and  property of the  estate.  As of December  17,  2001,  the claim owed by the
Debtor  to the  Liquidator  is  $7,040,731.91,  exclusive  of  attorney's  fees,
abstracting  and other costs advanced by the  Liquidator,  court costs and other
amounts as allowed by the agreements  between the parties and by applicable law,
with  interest  continuing  to accrue  thereon  after  December  17, 2001 at the
default  rate of fifteen  percent  (15%) per annum (the  "Liquidator's  Claim").
Specifically, the Liquidator holds first priority mortgages against certain real
estate owned by the Debtor located in Maumelle,  Pulaski County,  Arkansas, said
real estate consisting of a 701.03 acre tract ("Tract A" or "Parcel 1").


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         3. The  automatic  stay  provisions  of 11 U.S.C.  ss.362(a) are hereby
relaxed  effective  upon  entry of an Order  (the  "Cook  County  Order") of the
Circuit Court of Cook County  Illinois (the "Cook County  Court") in Case No. 97
CH 01974  approving the agreements of the Liquidator and the Debtor set forth in
this Order, subject however to the forbearance  agreements of the parties as set
forth in paragraph 4 hereof.  The Liquidator  shall  promptly  petition the Cook
County Court for the Cook County Order and promptly request a hearing thereon as
early as  practicable.  In the event that the Cook County Order is denied,  this
Order shall be null and void, all presently  pending  Motions shall be placed on
the docket of this Court and  neither  the  Liquidator  nor the Debtor  shall be
bound by or have the right to  enforce  any of the terms of the  agreements  set
forth  elsewhere  herein,  including the  forbearance  agreements and settlement
agreements set forth in paragraphs 4 and 5 herein, the Decree shall be delivered
by counsel  for  Liquidator  to  counsel  for  Debtor,  and the  recitations  in
paragraph 2 shall no effect.

         4.  The  Liquidator  agrees  to  forbear  from all  collection  effort,
including but not limited to execution,  entry of a decree, pleadings,  hearings
and other actions for a Forbearance  Period herein  described.  The  Forbearance
Period  shall be through and  including a date (the "Option A Date") which shall
be the latter of a date (i) February 15, 2002,  if  Liquidator  has obtained and
given written  notice of the entry of the Cook County Order to Debtor's  counsel
prior to January  15,  2002,  or (ii) a date which is one day for each day after
January 15, 2002,  until such date that  Liquidator has obtained the Cook County
Order and has given  written  notice  of the entry of the Cook  County  Order to
Debtor's counsel,  after February 15, 2002;  provided,  however,  that if, on or
before six (6) days prior to the Option A Date,  Debtor  elects  Option B by the
giving of written notice to counsel for the  Liquidator  (the "Option B Election


ORDER/PAGE 2
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Notice"), then the Forbearance Period shall be through and including a date (the
"Option B Date")  which  shall be the  latter of a date (i) April 15,  2002,  if
Liquidator has obtained and given written notice of the entry of the Cook County
Order to Debtor's  counsel prior to January 15, 2002, the Cook County Order,  or
(ii) a date which is one day for each day after  January  15,  2002,  until such
date that  Liquidator  has obtained the Cook County Order and has given  written
notice of the entry of the Cook County  Order to Debtor's  counsel,  after April
15, 2002. If the Debtor fails to timely give the Option B Election  Notice,  the
Forbearance Period shall end on the Option A Date.

         5. The Liquidator  agrees to accept in full and final  satisfaction  of
the  Liquidator's  Claim a  payment  tendered  to  Liquidator  in the  amount of
$3,850,000.00  on or before the Option A Date  ("Option  A").  If Debtor  timely
elects Option B, then following such election,  the Liquidator  agrees to accept
in full and final  satisfaction of the Liquidator's  Claim a payment tendered to
Liquidator  after the  Option A Date and on or before  the  Option B Date in the
amount of  $3,987,353.95,  together  with simple  interest at the annual rate of
nine percent  (9%)  accrued from April 24, 2000,  until the date such payment is
tendered to  Liquidator  ("Option  B").  In the event of tender of the  payments
provided herein for full and final satisfaction of Liquidator's Claim for either
Option A or Option B, the Liquidator  shall  immediately  execute and deliver to
Debtor a release of all liens and encumbrances  which Liquidator may have in and
to Tract A. Unless otherwise  agreed in writing,  all payments to the Liquidator
shall be made by wire transfer.

         6. In the event  that the full  amount  of such  payments  pursuant  to
either  Option A or Option B are not  tendered  to  Liquidator  on or before the
Option A Date,  in the event of a tender  pursuant  to Option A, or on or before
the Option B Date,  in the event of a tender  pursuant  to Option B,  Liquidator
shall be entitled to immediate entry of an Consent Foreclosure Decree and In Rem

ORDER/PAGE 3
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Judgment (the "Decree") in the Pulaski County  Chancery (now Circuit) Court Case
No.  EQ  99-2034  (the  "Pulaski   County  Action")  for  the  total  amount  of
Liquidator's Claim and may proceed to fully enforce all its rights against Tract
A (a/k/a  Parcel 1) free and clear of the stay in this matter or any future case
which  may be  filed by the  Debtor.  Contemporaneously  with the  entry of this
Order,  the Debtor  shall  execute  and  deliver  the Decree to counsel  for the
Liquidator who shall hold and enter only pursuant to the terms of this Order. In
the event that payment in full and final  satisfaction of Liquidator's  Claim is
timely tendered to Liquidator pursuant to this Order, the counsel for Liquidator
shall deliver the Decree to counsel for Debtor and the Liquidator shall promptly
dismiss the Pulaski County Action, with prejudice.

         IT IS SO ORDERED.
                                              /s/ James Mixon
                                                  --------------------------
                                                  HONORABLE JAMES G. MIXON
                                                  U. S. BANKRUPTCY JUDGE

                                              DATE: 12/20/01
                                                    ------------------------

APPROVED AND ENTRY REQUESTED:

ATTORNEYS FOR DEBTOR:
Quattlebaum, Grooms, Tull
  & Burrow PLLC
111 Center Street,
Suite 1900
Little Rock, Arkansas 72201

By: /s/ Geoffrey B. Treece
    ----------------------
        Geoffrey B. Treece
        AR Bar No. 84-146

ATTORNEYS FOR LIQUIDATOR:
Hopkins & Allison
  A Professional Association
1000 West Second Street
Little Rock, Arkansas 72201

ORDER/PAGE 4
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By: /s/ Gregory M. Hopkins
    ----------------------
        Gregory M. Hopkins
        AR Bar No. 81-093

cc.     Jim Hollis
        U. S. Trustee's Office
        500 South Broadway
        Suite 201
        Little Rock, Arkansas 72201

        G. Robert Hardin
        Hardin & Grace, P. A.
        410 West Third Street
        Suite 200
        Little Rock, Arkansas 72201\

        Ronald A. Hope
        Howell, Trice & Hope, P. A.
        211 Spring Street
        Little Rock, Arkansas 72201

        John R. Peel
        Peel & Simmons
        120 South Glenwood Avenue
        Russellville, Arkansas 72811

        Fredrick S. Wetzel
        1500 Riverfront Drive
        Suite 104
        Little Rock, Arkansas 72202



ORDER/PAGE 5
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