INVESTOR TO TAKE CONTROL OF RIVER OAKS &lt;ROI>

  River Oaks Industries Inc said
  it agreed in principle to give control of the company to Benson
  Seizer, a New York investor, in return for 2.6 mln dlrs in
  capital.
      The company, a maker of mobile homes, said it terminated
  merger discussions with &lt;Nursing Centers of America>.
      River Oaks said it will place a 2.6 mln dlr convertible
  note with Seizer, who in turn will name six additional members
  to the company's five-member board. One of the new directors
  will take over as chairman and chief executive officer, River
  Oaks said.
      River Oaks said the note will be convertible into two mln
  shares of its common stock at one dlr a share. The company
  currently has 14 mln shares outstanding.
      The company said it will also grant Seizer an option to buy
  an additional 2.6 mln shares during the next four years at 1.25
  dlrs a share during the first year and 1.50 dlrs a share
  thereafter.
      The company said the money raised from Seizer will further
  strengthen its balance sheet and enhance its ability to seek
  selective expansion opportunities.
      Seizer is experienced in turnaround situations and is
  expected to take direct involvement in River Oaks management,
  said Charles F. DeGroot, who will remain a director of the
  company after giving up the post of chairman to one of Seizer's
  board nominees.
      Don Manning will cede his post as chief executive but will
  remain president, the company said.
  

