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IN RE CONTINENTAL AIRLINES

No. 94-7748.

91 F.3d 553 (1996)

In re CONTINENTAL AIRLINES. NationsBank of Tennessee, N.A., f/k/a NationsBank of Tennessee, as Collateral Trustee under a Secured Equipment Indenture and Lease Agreement dated March 15, 1987 ("NationsBank"); New Jersey National Bank, as successor by merger to Constellation Bank, N.A., f/k/a National State Bank of Elizabeth, N.J.; Harris Trust And Savings Bank; and Boatman's First National Bank of Oklahoma, as First, Second and Third Priority Secured Equipment Certificates Trustees thereunder, respectively (the "Series Trustees" and, collectively with NationsBank, the "Trustees"), Appellants.

United States Court of Appeals, Third Circuit.

Reargued May 14, 1996.

Decided July 31, 1996.

Attorney(s) appearing for the Case

Gary S. Jacobson (argued), Nicholas J. DiCarlo, James G. Scotti, Kelley, Drye & Warren, New York City, for Appellant NationsBank of Tennessee.

Hal L. Baume, Louis T. DeLucia, Norman Peer, Wilentz, Goldman & Spitzer, Woodbridge, NJ, for Appellant New Jersey National Bank.

Richard G. Elliott, Jr., Daniel J. DeFranceschi, Richards, Layton & Finger, Wilmington, DE, for Appellants Harris Trust and Savings Bank and Boatman's First National Bank of Oklahoma.

Richard P. Schifter (argued), Andrew T. Karron, Michael L. Bernstein, Kari M. Desgalier, Arnold & Porter, Washington, DC, Laura D. Jones, Robert S. Brady, Young, Conaway, Stargatt & Taylor, Wilmington, DE, for Appellee.

Michael J. Malone, Steven B. Carlin, Battle Fowler, LLP, New York City, for amicus curiae Crummy, Del Deo, Griffinger & Vecchione, P.C.

Before: SLOVITER, Chief Judge, BECKER, STAPLETON, MANSMANN, GREENBERG, SCIRICA, COWEN, NYGAARD, ALITO, LEWIS, McKEE, SAROKIN and SEITZ, Circuit Judges.

Reargued In Banc May 14, 1996.

OPINION OF THE COURT

SLOVITER, Chief Judge.

INTRODUCTION

Before the in banc court is an appeal by NationsBank of Tennessee (Collateral Trustee) and New Jersey National Bank, Harris Trust and Savings Bank, and Boatman's First National Bank of Oklahoma (First, Second, and Third Priority Secured Equipment Certificate Trustees), who are collectively referred to in this opinion as the "Trustees," from the...

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