IN RE PENN CENTRAL TRANSPORTATION COMPANY

No. 70-347.

333 F.Supp. 74 (1971)

In the Matter of PENN CENTRAL TRANSPORTATION COMPANY, Debtor. In re Proposed sale of Debtor's stock in MADISON SQUARE GARDEN CORP., and proposed settlement agreement in respect to Pennsylvania Tunnel and Terminal Railroad Company trust agreement.

United States District Court, E. D. Pennsylvania.

September 16, 1971.


Attorney(s) appearing for the Case

Marvin Comisky, Blank, Rome, Klaus & Comisky, Special Counsel for Trustees, Penn Central Transportation Co., John F. Bomster, Edwin K. Taylor, John E. Wallace, Jr., and Blank, Rome, Klaus & Comisky, by Daniel J. McCauley, Philadelphia, Pa., for trustees, Penn Central Transportation Co.

David Berger and Herbert B. Newberg, Philadelphia, Pa., for Richard Robinson, on behalf of all shareholders of Penn Central Co.

Davis, Polk & Wardwell, by Stephen H. Case, New York City, for Morgan Guaranty Trust Co. of New York, as trustee.

Debevoise, Plimpton, Lyons & Gates, by Robert J. Geniesse and Michael E. Patterson, New York City, for Provident Nat. Bank and A. Wakelee Swartz, Loan Trustees.

Dechert, Price & Rhoads, by Matthew Broderick and Norma Shapiro, Philadelphia, Pa., for Penn Central Co.

Drinker, Biddle & Reath, by Jack B. Justice, Philadelphia, Pa., for Chase Manhattan Bank.

Fox, Rothschild, O'Brien & Frankel, by Nochem S. Winnet, Philadelphia, Pa., for First Nat. City Bank of New York.

Morgan, Lewis & Bockius, by John N. Schaeffer, Jr., Philadelphia, Pa., for Fidelity Bank.

Ballard, Spahr, Andrews & Ingersoll, by Morris Cheston, Jr., Philadelphia, Pa., for Girard Trust Bank and Morgan Guaranty Trust Co.

Bader & Bader, by I. Walton Bader, New York City, for Penn Central Bondholders Protective Committee.

Tate, Diamond, Polsky, Bauer & Ervin, by W. Bourne Ruthrauff and Mercer D. Tate, Philadelphia, Pa., for Richard Joyce Smith, Trustee, New York, New Haven & Hartford R.R.


MEMORANDUM AND ORDER

FULLAM, District Judge.

The Debtor owns 1,045,593 shares of the common stock of Madison Square Garden Corp. (MSG).1 Of this, 902.690 shares are pledged as security for the Debtor's obligations under a Guaranty and Subordination Agreement dated December 1, 1964, pursuant to which the Debtor guaranteed the payment of principal and interest on certain notes, aggregating $50,000,000, of the Pennsylvania Tunnel...

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