EXHIBIT 10.6




              CONFIDENTIAL MUTUAL RELEASE AND SETTLEMENT AGREEMENT

         THIS SETTLEMENT  AGREEMENT (the  "Agreement") is made and entered as of
this 31st day of January,  1998, to be effective as of the 23rd day of December,
1997, by and between 3030  PEACHTREE,  L.L.C.  (referred to hereinafter as "3030
PEACHTREE")  and COUNTRY STAR  RESTAURANTS,  INC.  (referred to  hereinafter  as
"COUNTRY STAR").

                                   WITNESSETH:

         WHEREAS,  3030  PEACHTREE,  as landlord,  and COUNTRY  STAR, as tenant,
entered into a Lease  Agreement  dated March 9, 1995, a First Amendment to Lease
Agreement dated October 13, 1995, and a Letter Agreement dated December 12, 1996
(hereinafter  collectively  referred to as the "Lease")  concerning the property
located at 3030 Peachtree Road, NW, Atlanta, Georgia 30305 (the "Premises");

         WHEREAS,  3030  PEACHTREE  and  COUNTRY  STAR  entered  into an  Escrow
Agreement  dated  October 13, 1995,  with Chicago Title and Trust Company as the
Escrow Agent (the "Construction Escrow Agreement");

         WHEREAS,  3030  PEACHTREE  and  COUNTRY  STAR  entered  into an  Escrow
Agreement dated October 13, 1995, with The Dime Savings Bank of New York, FSB as
the Lender and with  Chicago  Title and Trust  Company as the Escrow  Agent (the
"FF&E Escrow Agreement");

         WHEREAS,   COUNTRY   STAR  was  solely   responsible   for  making  all
improvements to the Premises and was solely responsible for all costs associated
with such improvements;

         WHEREAS,  3030  PEACHTREE  demanded  that  COUNTRY  STAR cure Events of
Default  arising  out of and  related to the Lease by letters  dated  January 3,
1997, March 25, 1997, April 14, 1997, and September 19, 1997 (the "Dispute");

         WHEREAS,  3030  PEACHTREE  has  filed a  dispossessory  action  against
COUNTRY STAR in the Magistrate Court of Fulton County,  State of Georgia, in the
case styled 3030 PEACHTREE,  L.L.C.  V. COUNTRY STAR  RESTAURANTS,  INC.,  Civil
Action File No. 97-ED-0320400 (the "Action");

         WHEREAS,  the Dispute and Action  involve,  among other matters,  liens
filed against the Premises, construction defects on the Premises, the payment of
real estate taxes, and COUNTRY STAR's abandonment of the Premises;

         WHEREAS,  COUNTRY  STAR has agreed to waive all defenses to said Action
and voluntarily  relinquish possession of the Premises as set forth in Paragraph
1 of this Agreement;

         WHEREAS,  3030  PEACHTREE and COUNTRY STAR have agreed to terminate the
Lease effective December 23, 1997;

<PAGE>

         WHEREAS,  3030 PEACHTREE and COUNTRY STAR have also agreed to a release
and assignment of claims as set forth herein; and

         WHEREAS,  3030  PEACHTREE  and  COUNTRY  STAR  (sometimes  collectively
referred to herein as the "Parties") seek to amicably resolve all  controversies
between them as described herein.

         NOW,  THEREFORE,  for and in  consideration  of the mutual  agreements,
covenants,  and releases,  and other good and valid  consideration  as set forth
herein, the receipt and adequacy of which are hereby acknowledged by each of the
Parties hereto, the Parties do hereby covenant, represent, warrant, promise, and
agree to the following:

         TERMINATION OF LEASE.

         3030  PEACHTREE  and COUNTRY STAR agree that the Lease is terminated as
of December  23,  1997 and that all right,  title and  interest of COUNTRY  STAR
under the Lease shall wholly cease and expire as of that date.  However,  except
as modified  herein,  any and all  provisions  of the Lease which by their terms
survive the termination of the Lease shall likewise survive this Agreement. Such
provisions  include,  but are not limited to,  Article  23,  Paragraph  24.3 and
Article 19 of the Lease.

         POSSESSION OF PREMISES.

         COUNTRY STAR agrees to vacate and deliver possession of the Premises to
3030  PEACHTREE  no later than 11:59 p.m.  on  Saturday,  January  31, 1998 (the
"Vacation  Date").  COUNTRY  STAR  agrees  that  when it  vacates  and  delivers
possession of the  Premises,  it will deliver the Premises free and clear of any
and all  lessees,  sublessees,  licensees,  sublicensees,  or other  third party
claiming any right of possession to the Premises;  provided,  however, that with
respect  to Joe Bulat  d/b/a ODS  Security,  Inc.  ("Bulat"),  with whom  Tenant
entered into a Parking Lease  Agreement  sublease  dated March 1, 1997,  COUNTRY
STAR has informed 3030 PEACHTREE  that COUNTRY STAR has terminated  said Parking
Lease Agreement with Bulat,  and has filed a dispossessory  action against Bulat
(Civil Action No. 97dd3O5OH,  State Court of Fulton County,  Georgia),  and that
Bulat has claimed by way of counterclaim that his right to possession should not
be  terminated.  COUNTRY STAR agrees that 3030  PEACHTREE  has no  obligation to
prosecute or defend such action,  and COUNTRY STAR agrees not to  acknowledge or
concede in any manner  whatsoever  that Bulat has any right of possession to the
Premises. Until such time as COUNTRY STAR vacates and delivers possession of the
Premises,  COUNTRY  STAR's  occupancy of the Premises shall be subject to and in
accordance  with the terms and  conditions  set  forth in the  Lease,  except as
modified herein.

         COUNTRY STAR has provided to 3030 PEACHTREE  immediately upon execution
of this Agreement a set of keys to all locks on or in the Premises. COUNTRY STAR
also agrees that 3030 PEACHTREE may enter the Premises at any time following the
execution of this Agreement.

                                       -2-
<PAGE>

         Simultaneously with the execution of this Agreement,  the Parties agree
to  execute a Consent  Writ of  Possession  in the form of the  Consent  Writ of
Possession  attached hereto and incorporated herein by reference as EXHIBIT "A."
The Parties  hereby agree to, and direct their  counsel to obtain,  the entry of
said Writ of Possession no later than January 30, 1998; provided,  however, that
3030 PEACHTREE agrees that it will not execute upon such Writ of Possession in a
manner that is inconsistent with COUNTRY STAR's right to "Tenant's  Property" as
set forth in Paragraph 5 of this Agreement.

         INSURANCE.

         COUNTRY STAR agrees that it will provide  insurance for the Premises in
accordance  with the terms of the Lease and that such  insurance  coverage shall
remain in full force and effect at least through and including January 31, 1998.

         DOCUMENTS.

         Within ten (10) business  days after the  execution of this  Agreement,
COUNTRY STAR will give to 3030  PEACHTREE a copy of any and all as-built  plans,
contracts,   subcontracts,   and  settlement  agreements  with  any  contractor,
subcontractor  supplier  and any other party  performing  services or  providing
supplies relating in any way to the Premises.

         FURNITURE, FIXTURES AND EQUIPMENT.

         3030 PEACHTREE  agrees that COUNTRY STAR may remove  Tenant's  Property
(as that term is defined  in the Lease)  from the  Premises  pursuant  to and in
accordance with Article 23 of the Lease;  provided,  however,  that Country Star
shall  leave all of the items  identified  on the  lists  (except  for the items
labeled as "going")  attached as EXHIBIT B hereto (which lists  include  certain
items which 3030 PEACHTREE contends do not constitute  Tenant's Property) within
the Premises  through and including May 1, 1998. Upon conducting an inventory of
the items it has  removed  from the  Premises  (but no later than  February  13,
1998),  COUNTRY STAR shall update the list of items it left in the Premises.  On
or before  February 27, 1998,  3030  PEACHTREE  will inform  COUNTRY STAR of any
errors  in the  list.  So long as  Tenant's  Property  is then on the  Premises,
Country Star may negotiate to sell or lease, on such terms and conditions as are
acceptable to Country Star,  Tenant's Property  remaining in the Premises to any
other person or entity who, with 3030 Peachtree's  consent,  becomes a tenant or
other  occupant of the Premises  after the Vacation Date, and Country Star shall
be entitled to all proceeds of such sale or lease of Tenant's Property,  without
deductions or set off by 3030 PEACHTREE for any purpose.  3030 Peachtree  agrees
that it shall not assess Country Star rental or storage charges  relating to any
Tenant's Property remaining in the Premises. 3030 Peachtree covenants and agrees
that, while any portion of Tenant's  Property  remains in the Premises,  it will
take all reasonable  steps to secure the Premises,  and 3030  Peachtree  further
agrees that  representatives  of Country Star will, upon reasonable  notice,  be
allowed  access to the Premises  following the Vacation Date for the purposes of
inspecting  Tenant's  Property and  removing  any items  labeled on EXHIBIT B as
"going"  which have not already been removed from the Premises by COUNTRY  STAR.
3030 Peachtree agrees that, after May 1, 1998, any Tenant's Property remaining

                                       -3-
<PAGE>

         in the  Premises,  and which  has not been  sold,  leased or  otherwise
conveyed by Country Star to another occupant of the Premises, may, upon five (5)
days written notice to 3030  PEACHTREE,  be removed from the Premises by Country
Star, and 3030 Peachtree  agrees to grant Country Star reasonable  access to the
Premises for such purpose.  Anything herein or in Article 23 of the Lease to the
contrary  notwithstanding,  3030 Peachtree may, at its option,  provide  Country
Star and its counsel,  Jeffrey W. Kelley,  with thirty (30) days' written notice
to remove all remaining Tenant's Property from the Premises,  and in such event,
3030  Peachtree  shall  provide  Country  Star  and  its  representatives   with
reasonable access to the Premises for the purpose of removing Tenant's Property,
which  removal  shall be  governed  by  Article 23 of the  Lease.  Any  Tenant's
Property  not removed by Country  Star upon  expiration  of said thirty (30) day
period  shall be deemed to be  abandoned  and may be  retained or disposed of by
3030 Peachtree as it may reasonably determine.  The provisions of this Agreement
and of Article 23 of the Lease  relating to  abandonment  shall not apply to any
portion of Tenant's  Property  which 3030  Peachtree  for any reason  refuses to
permit Country Star to remove from the Premises or delays in permitting  Country
Star to remove from the Premises.

         3030  Peachtree  agrees  that,  unless there is written  approval  from
Country Star,  then so long as (i) 3030 PEACHTREE,  or its  affiliates,  owns an
interest in the Premises, and (ii) COUNTRY STAR is in business operating under a
name  including the term "Country  Star",  no business shall be conducted on the
Premises,  whether by a successor  tenant or otherwise,  under the name "Country
Star" or under a name which includes the term "Country Star."

         INDEMNITY.

         COUNTRY  STAR  hereby  agrees  to  indemnify  and  hold  harmless  3030
PEACHTREE, its parent and subsidiary companies, affiliates, officers, directors,
shareholders,   partners,  members,  employees,  agents,  insurers,  mortgagees,
successors  and  assigns,  from  any and all  liability,  loss  or  damage  3030
PEACHTREE may suffer as a result of claims,  demands,  costs, liens,  attorney's
fees or judgments arising out of or relating to COUNTRY STAR's possession of the
Premises from December 23, 1997 until the Vacation Date.

         UTILITIES.

         COUNTRY STAR agrees to pay all utilities  for the Premises  through and
including the Vacation Date.

         ESCROW ACCOUNTS.

         COUNTRY  STAR  agrees to and does hereby  relinquish  its claims to any
remaining funds in the accounts  described in the Construction  Escrow Agreement
and the FF&E  Escrow  Agreement.  Accordingly,  COUNTRY  STAR  agrees to execute
letters for the relinquishment and release of such funds simultaneously with the
execution  of this  Agreement  in the form of the  letters  attached  hereto and
incorporated herein by reference AS EXHIBITS "C" AND "D."

                                       -4-
<PAGE>

         DISMISSAL WITHOUT PREJUDICE.

         Following  entry  of  the  Writ  of  Possession  contemplated  in  this
Agreement,  3030 PEACHTREE shall dismiss without  prejudice any remaining claims
in Civil Action File No. 97-ED-0320400.

         AD VALOREM REAL ESTATE TAXES.

         3030  PEACHTREE  agrees that COUNTRY STAR shall not be required to make
any payments  for 1997 AD VALOREM  real estate taxes other than those taxes,  if
any, which are imposed on or assessed against COUNTRY STAR's personal property.

         PARTIAL ASSIGNMENT OF CLAIMS.

         COUNTRY STAR hereby  assigns to 3030  PEACHTREE  all of COUNTRY  STAR's
claims, cause or causes of action, whether known or unknown, against any and all
third   parties,   including  but  not  limited  to   architects,   contractors,
subcontractors,  and suppliers,  for any design and/or construction  services or
materials  supplied  with respect to the Premises in an amount and to the extent
necessary to remedy any and all construction defects on the Premises;  provided,
however,  that  COUNTRY  STAR shall  have the right to  recover  from said third
parties all other  damages,  but only to the extent the recovery of such damages
does not reduce 3030  PEACHTREE's  claims or damages  arising  out of  defective
design and/or construction of the Premises. COUNTRY STAR shall have the right to
pursue claims for design and/or  construction  performed on the Premises if 3030
PEACHTREE  fails to pursue such claims  within two (2) years of the date of this
Agreement;  however,  neither  COUNTRY  STAR nor 3030  PEACHTREE  shall  have an
obligation to pursue said claims. This provision shall have no effect on COUNTRY
STAR's and/or 3030 PEACHTREE's ability to assert defenses of defective design or
construction against claims filed by third parties against COUNTRY STAR. Nothing
in this  provision  shall be construed as an acceptance by 3030 PEACHTREE of any
responsibility for the requirements,  obligations,  and/or  responsibilities  of
COUNTRY  STAR for any  construction  contracts  entered  into or  involving  the
construction performed on the Premises.

         MUTUAL RELEASES.

         3030  PEACHTREE  for itself,  its  officers,  directors,  shareholders,
partners,   trustees,   representatives,    employees,   agents,   subsidiaries,
affiliates, parent corporations,  successors, heirs, executors,  administrators,
assigns,  attorneys,  and  insurance  carriers,  release and  forever  discharge
COUNTRY STAR, its officers, directors, shareholders,  partners, representatives,
employees, agents, subsidiaries,  affiliates,  parent corporations,  successors,
heirs, executors,  administrators,  assigns,  attorneys, and insurance carriers,
from any and all claims, cause or causes of action,  damages,  claims for costs,
attorneys' fees, losses, or demands, whether known or unknown arising out of the
Dispute or Action or matters related  thereto,  including but not limited to any
claim  for rent or other  charge  due or  allegedly  due under the Lease and any
claim or other cause of action  which  otherwise  might be alleged or could have
been brought in the Action; provided, however, that such release excludes

                                       -5-
<PAGE>

any and all  losses  or  damages  suffered  or  incurred  by 3030  PEACHTREE  in
connection  with any liens or lien claims,  and/or  claims of unjust  enrichment
asserted by any third party claiming to have supplied design and/or construction
services or materials with respect to the Premises. 3030 PEACHTREE agrees to pay
the costs of  defending  any and all claims  relating  to liens  asserted by any
third party against 3030 PEACHTREE, and COUNTRY STAR agrees to cooperate in good
faith  in the  defense  of such  claims.  Nothing  in this  provision  shall  be
construed  as an agreement  on behalf of 3030  PEACHTREE  to defend  against any
claims asserted by third parties against COUNTRY STAR.

         COUNTRY  STAR  for  itself,  its  officers,  directors,   shareholders,
partners,   trustees,   representatives,    employees,   agents,   subsidiaries,
affiliates, parent corporations,  successors, heirs, executors,  administrators,
assigns,  attorneys, and insurance carriers,  release and forever discharge 3030
PEACHTREE,   its  officers,   directors,   shareholders,   partners,   trustees,
representatives,    employees,   agents,   subsidiaries,    affiliates,   parent
corporations, successors, heirs, executors, administrators,  assigns, attorneys,
mortgagees  (including,  without limitation,  The Dime Savings Bank of New York,
FSB) and insurance carriers from any and all claims,  cause or causes of action,
damages, claims for costs, attorneys' fees, losses, or demands, whether known or
unknown  arising  out of the  Dispute  or Action  or  matters  related  thereto,
including but not limited to any claim or other cause of action which  otherwise
might be alleged or could have been brought in the Action.

         AUTHORITY.

         COUNTRY STAR hereby represents that the execution of this Agreement and
the performance of its obligations  hereunder has been duly and fully authorized
by its board of directors or its partners,  as applicable.  Simultaneously  with
the execution of this  Agreement,  COUNTRY STAR will provide to 3030 PEACHTREE a
secretary's certificate with a resolution attached authorizing the execution and
performance of this Agreement by COUNTRY STAR.

         ATTORNEY'S FEES AND COSTS.

         3030  PEACHTREE  and  COUNTRY  STAR  agree that each shall bear its own
costs and  attorney's  fees with  respect to the Action and with respect to this
Agreement.

         SEVERABILITY.

         If any term or condition of this  Agreement or  application  thereof to
any person or circumstance  shall, to any extent,  be invalid or  unenforceable,
neither the  remainder of this  Agreement nor the  application  thereof shall be
affected  thereby;  and each remaining term or condition of this Agreement shall
be valid and enforceable to the fullest extent permitted by law.

         CONFIDENTIALITY

         It  is  the  intent  of  COUNTRY  STAR  and  3030  PEACHTREE  that  the
circumstances  at issue in this  dispute,  the fact of the  settlement,  and the
terms and amount of the settlement be treated as

                                       -6-
<PAGE>

strictly  confidential.  Pursuant to this,  COUNTRY STAR and its attorneys agree
that they will not from this date forward,  divulge to or discuss with any other
person,  either directly or indirectly,  the fact of the monetary or other terms
of this settlement,  any facts or circumstances of the underlying matter, except
pursuant to valid legal process,  an unsolicited  request of a regulatory agency
or  self-regulatory  organization with a legal right to demand such information,
or as otherwise required by law.

         TIME IS OF THE ESSENCE.

         Time is of the essence of this Agreement.

         ENTIRE AGREEMENT.

         This Agreement  contains the entire  agreement  between the Parties and
supersedes  and  replaces  all  prior  negotiations,   proposed  amendments  and
agreements, written or oral. The terms of this Agreement are contractual and not
mere recitals.

         NO ASSIGNMENT.

         The Parties  warrant and represent  that they have not sold,  assigned,
granted,  conveyed or  transferred  to any other person,  firm,  corporation  or
entity any of the claims, demands or causes of action referred to or released in
this Agreement.

         AMENDMENTS.

         The terms of this Agreement shall not be altered,  amended, modified or
otherwise changed in any respect or particular except by a writing duly executed
by the Parties hereto.  The Parties hereby  acknowledge and agree that they will
make no claim at any time that the  terms of this  Agreement  have  been  orally
altered or modified in any respect whatsoever.

         NO REPRESENTATION.

         The Parties hereby  represent and acknowledge  that they have carefully
read the  foregoing  Agreement  and the contents  thereof,  and sign the same as
their own free act without any promise,  inducement, or representation not fully
expressed  herein.  COUNTRY  STAR  acknowledges  and  warrants  that it has been
represented by  independent  counsel and that it has reached this Agreement with
full  understanding  of its  terms,  and that its lawyer  has  explained  to its
satisfaction  each and all of the  Agreement's  terms and the legal  effects  of
these terms, and that it executes this Agreement upon the advice,  consent,  and
approval of its attorney.

         MULTIPLE ORIGINALS.

         Each of the undersigned hereby represents, covenants, and warrants that
this  Agreement is, for  convenience,  being executed by the Parties in multiple
originals, each of which contains the

                                       -7-
<PAGE>

entire  agreement  of the  Parties  and is  intended  to be and is as valid  and
binding as its counterpart original.

         CHOICE OF LAW.

         This Agreement shall be governed by the laws of the State of Georgia.

         IN WITNESS WHEREOF,  the undersigned set their hand on the day and year
first written above.
                                                 "3030 PEACHTREE"
                                                 3030 Peachtree, L.L.C.


                                                 By:  /s/ PETER E. BLUM
                                                    ----------------------------
                                                          PETER E. BLUM
                                                          Managing Member,
                                                          3030 Peachtree, L.L.C.
Sworn and subscribed to me 
this ____ day of ___________ 1998.

__________________________________
Notary Public

My commission expires:
__________________________________

[NOTARY SEAL]
                                                "COUNTRY STAR"
                                                 Country Star Restaurants, Inc.

                                                 By: /s/ DAN J. RUBIN
                                                 -------------------------------
                                                 name    Dan J. Rubin
                                                 position at CSR  CEO
                                                 (corporate seal)
Sworn and subscribed to me 
this ____ day of ___________ 1998.

__________________________________
Notary Public

My commission expires:
__________________________________

[NOTARY SEAL]

                                       -8-