IN RE G-1 HOLDINGS INC.

No. 09-CV-05031 (GEB). Bankruptcy Nos. 01-30135 (RG), 01-38790(RG).

420 B.R. 216 (2009)

In re G-1 HOLDINGS INC. (f/k/a GAF Corporation), and ACI Inc., Debtors.

United States District Court, D. New Jersey.

November 12, 2009.


Attorney(s) appearing for the Case

Riker, Danzig, Scherer, Hyland & Perretti, LLP, by: Dennis J. O'Grady, Esq., Mark E. Hall, Esq., Morristown, NJ, for the Debtors, G-I Holdings, Inc. and ACI, Inc.

Dewey & LeBoeuf, by: Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., Timothy Q. Karcher, Esq., New York, NY, for the Debtors, G-I Holdings, Inc. and ACI, Inc.

Quinn Emanuel, Urquhart, Oliver & Hedges, LLP, by: Andrew J. Rossman, Esq., New York, NY, for the Debtors, G-I Holdings, Inc. and ACI, Inc.

Office of the United States Trustee, by: Mitchell B. Hausman, Esq., Newark, NJ, for the United States Trustee.

Caplin & Drysdale, by: Trevor W. Swett, III, Esq., James P. Wehner, Esq., New York, NY, for the Official Committee of Asbestos Claimants.

Lowenstein Sandler, P.C., by: Jeffrey D. Prol, Esq., Roseland, NJ, for the Official Committee of Asbestos Claimants.

Keating, Muething & Klekamp, P.L.L., by: Kevin E. Irwin, Esq., Robert G. Sanker, Esq., Cincinnati, OH, for C. Judson Hamlin, the Legal Representative of Present and Future Holders of Asbestos-Related Demands.

Saiber, L.L.C., by: Nancy A. Washington, Esq., David R. Gross, Esq., Newark, NJ, for C. Judson Hamlin, the Legal Representative of Present and Future Holders of Asbestos-Related Demands.

U.S. Department of Justice, Tax Division, by: Ari D. Kunofsky, Esq., Jan M. Geht, Esq., Washington, D.C., for the Internal Revenue Service.

Day Pitney, LLP, by: Richard M. Meth, Esq., Morristown, NJ, for certain Noteholder Defendants.

Bracewell Guiliani, LP, by: Gregory W. Nye, Esq., New York, NY, for numerous Noteholder Defendants.

Troutman Sanders, LLP, by: Mark I. Schlesinger, Esq., New York, NY, for Continental Casualty Company.

White and Williams, by: Joseph Gibbons, Esq., Philadelphia, PA, for Century Indemnity Company.

Wollmuth Maher & Deutsch LLP, by: George Benaur, Esq., Newark, NJ, for U.S. Gypsum Company.

Robins, Kaplan, Miller & Ciresi, LLP, by: Bernice Conn, Esq., Los Angeles, CA, for the Los Angeles Unified School District.

Office of the Attorney General, State of Illinois, by: Raymond Callery, Esq., Springfield, IL, for the State of Illinois.

Fox Rothschild LLP, by: Philip Goodman, Esq., JEffrey M. Pollock, Esq., New York, NY, for the New York City Housing Authority.


OPINION

GARRETT E. BROWN, JR., Chief Judge and ROSEMARY GAMBARDELLA, Bankruptcy Judge.

I. INTRODUCTION

Before the Court is the Eighth Amended Joint Plan of Reorganization ("the Plan") of G-1 Holdings, Inc. ("G-1") and ACI, Inc., ("ACI," and together with G-1, the "Debtors") under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") dated October 5, 2009, submitted by the Debtors, together with the Official...

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