IN RE NORTHWEST AIRLINES CORP.

No. 05-17930 (ALG).

393 B.R. 337 (2008)

In re NORTHWEST AIRLINES CORPORATION, et al., Reorganized Debtors.

United States Bankruptcy Court, S.D. New York.

September 5, 2008.


Attorney(s) appearing for the Case

Cadwalader, Wickersham & Taft, LLP by Bruce R. Zirinsky, Esq., Gregory M. Petrick, Esq., Barry J. Dichter, Esq., Nathan A. Haynes, Esq., New York, NY, by Mark C. Ellenberg, Esq., Douglas S. Mintz, Esq., Washington, D.C., for the Reorganized Debtors.

Mayer Brown LLP by David F. Abbott, Esq., John M. Conlon, Esq., Andrew R. Taggart, Esq., New York, NY, by John J. Voorhees Jr., Esq., Chicago, IL, for General Foods Credit Corporation.

Allen & Overy LLP by Ken Coleman, Esq., Todd S. Fishman, Esq., Tania Ingman, Esq., New York, NY, for BAE Systems (Funding One) Limited.

Kaye Scholer LLP by Richard G. Smolev, Esq., Piper A. Brock, Esq., New York, NY, for AT & T Credit Holdings, Inc., as amicus curiae.


MEMORANDUM OF OPINION

ALLAN L. GROPPER, Bankruptcy Judge.

Before the Court is the objection of the reorganized debtors (collectively, the "Debtors") and BAE Systems (Funding One) Limited ("BAE") to claim 3995 (the "GFCC Claim") filed by General Foods Credit Corporation ("GFCC"). The issue raised is whether GFCC, as the Owner Participant in a leveraged lease transaction, can recover on tax indemnification agreements it entered into with one of the Debtors...

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