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IN RE GWI, INC.

Bankruptcy Nos. 00-3647(MFW) to 00-3654(MFW). Adversary No. 01-768(MFW).

269 B.R. 114 (2001)

In re GWI, INC., et al., Debtor. SFC New Holdings, Inc., Plaintiff, v. The Earthgrains Company, The Bank of New York, Defendants.

United States Bankruptcy Court, D. Delaware.

August 15, 2001.

Attorney(s) appearing for the Case

Mark S. Chehi, David R. Hurst, Grenville R. Day, Skadden Arps Slate Meagher & Flom, LLP, Wilmington, DE, Jay M. Goffman, George A. Zimmerman, Skadden Arps Slate Meagher & Flom, LLP, New York City, for debtors.

Mark Minuti, Saul Ewing LLP, Wilmington, DE, John L. Hardiman, William L. Farris, Sullivan & Cromwell, New York City, for The Earthgrains Company.

Robert J. Kochenthal, The Bank of New York, Legal Department, New York City, for The Bank of New York.

MEMORANDUM OPINION1

MARY F. WALRATH, Bankruptcy Judge.

Before the Court is the Motion of the Defendant. The Earthgrains Company ("Earthgrains"), to stay this proceeding pending arbitration. Over the objection of SFC New Holdings, Inc.("SFC"), a reorganized debtor in this case, we grant Earthgrains' motion.

I. BACKGROUND

On March 20, 2000, SFC entered into a Stock Purchase Agreement to sell...

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