The longtime feud between Harry Shuster and the Irvine Co. may end in dynamite and clouds of dust. Caught in the middle are Irvine Meadows, Wild Rivers.

It has been described as one of Orange County’s longest and most contentious marriages. Small wonder that a wrecking ball may figure in the breakup.

For the better part of three decades, Harry Shuster, the South African-reared businessman and founder of the defunct Lion Country Safari animal park, has feuded with his landlord, the Irvine Co., over Shuster’s attempts to turn a profit on 300 acres of prime land near the intersection of the Santa Ana and San Diego freeways.

To hear Shuster tell it, he’s a scrappy David who has dared to go toe-to-toe with Orange County’s development leviathan, which has used its considerable muscle to frustrate him at every turn.

Armed with a tenacious attorney and plenty of chutzpah, Shuster’s crowning achievement was landing the $10-million Irvine Meadows Amphitheatre and the neighboring Wild Rivers water park over the objections of the Irvine Co. Those subtenants have provided Shuster’s United Leisure Corp. with the lion’s share of its revenue after the wild animal park went belly up in 1984.

Now, in what can be interpreted as either a fit of pique or a steely negotiating strategy, Shuster is threatening to tear down the very facilities he fought so hard to attract, rather than turn over two profitable tenants to his old nemesis.

That is, unless the Irvine Co. pays him to go away quietly when his master lease expires Feb. 28.

“We deserve to be compensated for the value of the improvements we’ve brought to the property,” said Shuster, chairman, president and chief executive of publicly held United Leisure, in a recent interview from his Los Angeles offices. “They will not get them for free.”

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It is vintage Shuster and a just a taste of the bad blood that has flowed between tenant and landlord over the course of their 29-year lease. The Orange County legal establishment has done a brisk trade through the years handling a myriad of suits and counter-suits between them.

Few believe that Shuster can or will make good on his threats, given the latest explosion of legal action triggered by his saber rattling. Even his tough-talking attorney says the businessman would rather cut a deal than fire up the bulldozer--even though a judge recently cleared the way for Shuster’s company to obtain demolition permits from the city of Irvine.

But Irvine Co. officials, clearly irked by the 11th-hour maneuvering, appear in no mood to offer a generous parting gift to a tenant some view as an opportunistic gadfly. They appear quite willing to call Shuster’s bluff and let him spend a small fortune dismantling beloved community attractions if the courts and his subtenants ever let him get that far.

“It would be crazy for us to give in to his mind-boggling, spiteful threats,” Irvine Co. spokesman Larry Thomas said. “The wrecking ball is now in his court.”

The battle of egos has some longtime observers shaking their heads at the high-stakes standoff, and bracing for the worst.

“It’s like a nasty divorce where they are using the children to spite each other,” said Mike Ward, an Irvine city councilman and former mayor. “ . . . It would be a tragedy to see [the amphitheater and the water park] destroyed over a lease disagreement. It makes no economic sense. But stranger things have happened.”

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It wasn’t always this way.

When Shuster arrived from South Africa in the late 1960s, the barley fields around the El Toro Y were as expansive as his vision to create an entertainment empire there.

The theme park industry was in the midst of a building binge, and the time appeared ripe for a project the likes of which Americans hadn’t seen before--a drive-through preserve where tourists could view free-roaming wild animals from the safety of their vehicles.

The idea had worked in South Africa, and Shuster, a young attorney who had dabbled in film and entertainment ventures, wanted to replicate it in America. His first project was in Florida, but he was determined to tap into the critical mass of tourists flocking to Southern California to visit Disneyland and Knott’s Berry Farm.

His investment group eventually struck a lease deal with the Irvine Co. for 500 acres near the juncture of the Santa Ana and San Diego freeways in Irvine.

Convinced that Lion Country Safari was going to be “the next Disneyland,” Shuster says he pushed for a 55-year lease, but the Irvine Co. was only prepared to go 29 years with the untested newcomers.

That, says Shuster, led to the insertion of a clause allowing Shuster’s company to remove any improvements when the lease expired, as long as the company wasn’t in default on any terms of the master lease agreement.

Shuster says the clause--which is central to the current demolition dispute--was designed to prevent just the sort of nasty brinkmanship currently on display.

He describes it as a deterrent meant to prevent the Irvine Co. from walking off with the pot of gold at the end of the lease. It would, Shuster explained, encourage both parties to work out an amicable arrangement for a lease extension or other compensation if Lion Country Safari proved as successful as Shuster hoped.

“It was an insurance policy to ensure good-faith negotiations,” said Shuster, now 61. “I didn’t want to find myself in the position of handing them the keys to my Disneyland.”

Fantasyland is more like it, according to Irvine Co. attorneys, who say there was never any assurance, written or otherwise, that the Irvine Co. would negotiate to extend Shuster’s lease.

“At the time it wasn’t considered anything extraordinary,” said Linda Schilling, who says she wasn’t working for the Irvine Co. at the time the agreement was drafted. “We have no evidence that that particular article was added . . . to provide Lion Country with some form of insurance to guarantee them an opportunity to negotiate a lease extension.”

Additionally, she points to a judge’s ruling last year that asserts there is nothing in the lease agreement that requires the Irvine Co. to compensate United Leisure for improvements left on the property after the lease expires.

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Something Shuster and the Irvine Co. do agree on is that the relationship was cordial, at least in the early going.

The animal park was a sensation when it opened in June 1970, drawing 1 million visitors in its first season. Park management showed a Disney-like flair for marketing by turning a sway-backed geriatric circus cat into an international sex-symbol known as Frasier the Sensuous Lion. According to park lore, the grizzled Frasier sired more than 30 cubs in just 16 months before he died in 1972. The public ate it up.

But Frasier’s death, the energy crisis, soaring operating costs and fickle tourists soon threw the park into the red. Shuster says the Irvine Co. was gracious, taking back 200 acres of vacant ground and renegotiating the lease to make it easier for Lion Country to pay it bills.

Shuster says that warm cooperation turned chilly when an investor group that included Donald L. Bren took charge of the company in late 1977. The new landlords rebuffed at least three deals that would have brought new money, amusements and theme park-style attractions to the animal park.

“They knew Lion Country couldn’t survive without new investment,” Shuster said. “They threw up one roadblock after another . . . because they wanted us off the property.”

Irvine Co. officials dismiss those claims as nonsense and counter that many of Shuster’s plans simply weren’t uses allowed under his master lease. Indeed, in an effort to wring some profitability out of his main asset over the years, Shuster variously tried adding a private school, a swap meet, a county vehicle repair facility and other subtenants that stretched the limits of his zoning and recreational use permits.

“He likes to push the envelope,” says Irvine City Manager Paul Brady. “He’s a businessman. He’ll push, push, push until he’s told he can’t do it.”

Push came to shove around 1979 when Lion Country sued the Irvine Co. for interfering with its attempts to draw new business and investors onto the property. That suit was later dropped in exchange for the Irvine Co. consenting to the construction of the Irvine Meadows Amphitheatre, which opened in 1981.

But a flurry of similar litigation erupted in 1986 and 1987, when the Irvine Co. threw up hurdles to the opening of the Wild Rivers water park on Shuster’s leasehold.

The attraction eventually opened, but the upshot was a 1993 trial in which a jury awarded Lion Country, which by then had changed its name to United Leisure, $42 million in damages.

The company never collected, however, because the following year a judge ordered a new trial. United Leisure’s appeal to that ruling is still pending.

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The biggest potential losers in the current dispute undoubtedly are the owners of Irvine Meadows and the Wild Rivers water park. They face the prospect of watching their landlord Shuster tear down multimillion-dollar facilities and profitable businesses he didn’t contribute a dime to develop.

All the uncertainty is particularly hard on the 15,000-seat Irvine Meadows, Orange County’s premier outdoor concert venue, which was financed by an investment group led by Newport Beach builder Donald Koll.

Court papers show the amphitheater already has received letters from nervous promoters who are skittish about booking acts there until the cloud is lifted.

“I’m perplexed by the whole situation,” said Bob Geddes, a managing partner of Irvine Meadows. “One one hand, [Shuster] says he doesn’t want to tear it down. On the other, he is pulling permits to tear it down. How are you supposed to read that?”

Both the amphitheater and the water park have filed suit to stop Shuster. They claim United Leisure owes rent to the Irvine Co., putting it in default on its master lease agreement and thus disqualifying it from removing the improvements.

Lawyers for Irvine Meadows also have argued that Shuster transferred his right of removal to the amphitheater owners as part of the sublease agreement with Irvine Meadows.

Shuster’s attorney denies the claims. He says the subtenants knew full well that their projects might not live beyond February and that they factored that time period into their calculations in making the decision to build in the first place.

They’re just sore because they’ve already negotiated lease extensions with the Irvine Co. and would like to continue uninterrupted after Feb. 28, United Leisure attorney Brian Lysaght said.

Although an Orange County Superior Court judge refused last week to grant an injunction preventing United Leisure from pursuing permits and forging ahead with demolition strategy, nearly everyone involved admits just about anything could happen.

That could include a successful injunction to block Shuster, a financial settlement to mollify him, or some other behind-the-scenes legal maneuvering that will keep the mess in litigation for months or years to come.

“We’re looking at all our options,” Irvine Meadows attorney Ronald Brown said. “We’re still in the early rounds.”

For his part, Shuster appears to be preparing for life after his prime asset expires.

United Leisure has entered into a handful of new ventures in the last few years, including a small string of children’s play centers, a couple of additional locations of its Camp Frasier day camp and a multimedia software project. Earlier this month, the company announced plans to purchase a 50% stake in 8.5 acres of prime real estate on the Las Vegas Strip.

But the loss of its primary sources of revenue--rent from the amphitheater and water park and revenue from his company’s original Camp Frasier located on the leased parcel--will mean a serious financial blow.

According to the United Leisure financial statements, the amphitheater pays the company a base rent of $150,000 plus a percentage the ticket, food and beverage sales. That worked out to $355,119 in 1995.

The water park pays United Leisure annual base rent of $475,000 plus a percentage of gross revenue, while Camp Frasier brought in revenue of close to $1 million in 1995.

Shuster also heads up United Restaurants Inc., whose holdings include the Love’s barbecue chain and an upscale Beverly Hills cigar club called the Grand Havana Room. The company has posted losses of more than $3 million since it went public in 1994.

Irvine Co. officials suggest Shuster long ago realized his most potentially profitable strategy lies in continually suing them.

But some longtime observers privately admit that while the dapper, courtly Shuster is far from a white knight in this protracted drama, they’ve enjoyed watching him joust with the mighty Irvine Co.

Indeed, if Shuster is anything, he is persistent. And he vows to keep pushing until the Irvine Co., a jury or a demolition gang makes him whole.

“It’s a matter of principle,” Shuster said. “What else could I do?”

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Leisure and Its Lease

United Leisure Corp. and its landlord, the Irvine Co., are embroiled in a major dispute over United’s lease agreement and its right to demolish two recreational facilities on the land. Here are the claims made by both as well as by owners of the Irvine Meadows Amphitheatre and Wild Rivers water park:

United Leisure Corp.

* Says it has lease agreement allowing demolition of amphitheater, water park and other improvements when master lease expires Feb. 27. Says it is in compliance with all lease terms, giving it a green light to proceed with demolition if it chooses.

* Argues that clause was designed as a deterrent to prevent Irvine Co. from getting, for free, improvements that United Leisure battled Irvine Co. to put on the property in the first place.

* If improvements remain, United Leisure wants compensation from the Irvine Co. for leaving behind two profitable tenants.

Irvine Co.

* Concurs United Leisure has right to remove improvements, but only in compliance with all terms of master lease.

* Says United Leisure owes back rent and therefore is in default and not entitled to remove structures.

* Claims it never agreed to negotiate lease extension with United Leisure.

* Points to judge’s ruling last year indicating there is nothing in the lease agreement requiring the Irvine Co. to compensate United Leisure for improvements left on the property.

Amphitheater and water park owners

* Claim United Leisure has no right to demolish structures because it is in default on master lease with Irvine Co.

* Say United Leisure transferred right of removal as part of their sublease agreements.

* Both have already negotiated lease extensions with the Irvine Co.

Source: Times reports