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IN RE FLEMING COMPANIES, INC.

No. 05-2365.

499 F.3d 300 (2007)

IN RE: FLEMING COMPANIES, INC., et al., Debtors, AWG Acquisition LLC; Associated Wholesale Grocers, Inc., Appellants.

United States Court of Appeals, Third Circuit.

Filed August 22, 2007.

Attorney(s) appearing for the Case

Mark T. Benedict, Esq. (Argued), Leonard L. Wagner, Esq., Eric J. Howe, Esq., Husch & Eppenberger, LLC, Kansas City, MO, Selinda A. Melnik, Esq., Denise Kraft, Esq., Edwards Angell Palmer & Dodge, LLP, Wilmington, DE, Counsel for Appellants.

Richard A. Chesley, Esq. (Argued), Paul, Hastings, Janofsky & Walker LLP, Chicago, IL, Daniel B. Prieto, Esq., Michelle L. Dama, Esq., Jones Day, Chicago, IL, Daniel J. DeFranceschi, Esq., Kimberly D. Newmarch, Esq., Richards, Layton & Finger, Wilmington, DE, Counsel for Appellee.

Before: FISHER, CHAGARES, Circuit Judges, and BUCKWALTER, Senior District Judge.

OPINION OF THE COURT

CHAGARES, Circuit Judge.

This appeal arises out of a bankruptcy involving grocery wholesalers and retailers in the Oklahoma marketplace. The Bankruptcy Court denied a motion for assumption and assignment of an executory contract in favor of Albertson's, Inc. (Albertson's), the nondebtor contracting party. The Bankruptcy Court determined that the proposed assignee, appellants AWG Acquisition LLC and Associated Wholesale Grocers, Inc....

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