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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported) December 11, 1997
AEROSPACE CREDITORS LIQUIDATING TRUST
(Exact name of registrant)
New York 0-21984 13-7020026
(State of organization) (Commission File Number) (I.R.S. Employer
Identification Number)
444 Madison Avenue, 7th Floor, New York, New York 10022
(Address of principal executive offices and zip code)
(212) 317-8292
(Registrant's telephone Number)
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ITEM 5. OTHER EVENTS
On December 11, 1997, pursuant to an application by the Trustees of
the Aerospace Creditors Liquidating Trust, the United States Bankruptcy Court
for the Southern District of New York (the "Bankruptcy Court") entered an order
(the "Final Order") that provides, among other things, for the following: (a)
authorizes the establishment of a windup reserve (the "Windup Reserve"); (b)
approves the final distribution of cash to CBI Holders on or about December 29,
1997 (the "Final Distribution Date"); (c) approves the appointment of James J.
Arnstein, doing business as Arnstein Consulting, as the administrator for the
Windup Reserve (the "Administrator"); (d) approves the disposition of the
remaining Trust assets; (e) confirms the termination of the Trust as of December
31, 1997; (f) approves the Final Report to CBI Holders dated November 17, 1997;
and (g) releases, discharges, and enjoins claims against the Trustees with
respect to all claims arising from their duties as Trustees.
The Pacific Exchange, Inc. has informed the Trust that it will
suspend trading of the Units of the Trust on the Pacific Exchange before the
opening of business on December 16, 1997. On December 29, 1997, the Trust will
make a final cash distribution (the "Final Distribution") in the amount of
$3,659,940.84 ($1.11 per Unit) to CBI holders of record as of December 15, 1997.
All issued and outstanding Units will be canceled and of no further effect
immediately following the Final Distribution. Any cash remaining after the Final
Distribution will be deposited into the Windup Reserve, which will be
administered by the Administrator. After the payment of the anticipated costs
and expenses of the Trust, the Trust estimates that the Windup Reserve will
consist of approximately $56,000.
On the Final Distribution Date, the Trust's transfer agent, Harris
Trust and Savings Bank ("Harris Bank"), will cancel all issued and outstanding
Units as of such date, and ninety days after the Final Distribution Date, Harris
Bank will stop payment on and cancel all checks not cashed as of such date,
including those checks returned as undeliverable, and will deliver to the
Administrator for the Windup Reserve no later than five (5) business days after
such date, all amounts from the Final Distribution represented by such canceled
checks.
The Final Order approved an Administrator Agreement by and between
the Trustees and the Administrator and authorized the Administrator, among other
things, to establish a non-interest bearing checking account on or before the
Final Distribution Date (the "Windup Reserve Account"), to write checks on the
Windup Reserve Account, to pay all bills that were due and payable by the Trust
prior to the Final Distribution Date, to pay all costs and expenses incurred by
the Trust and approved by the Trustees but not yet billed prior to the Final
Distribution Date, to pay all bills incurred by the Windup Reserve, to hold the
books and records of the Trust until December 31, 2001, and to execute all tax
returns, documents and other correspondence on behalf of the Trust after the
Final Distribution Date as is necessary in his judgment to perform his duties
under the Administrator Agreement. Any amounts remaining in the Windup Reserve
Account after four years shall be delivered to The LTV Corporation by the
Administrator within ten (10) business days after December 31, 2001.
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Effective upon completion of the Final Distribution, the Trustees,
their representatives, consultants, attorneys, advisors and agents (the "Trust
Parties") are each released and forever discharged from any further obligations
under the Trust Agreement and the Plan, and are released and forever discharged
from any and all claims that have been or could have been asserted by any CBI
Holder, any creditor of the Trust or any other person or entity, including any
governmental unit or entity, against any of the Trust Parties with respect to
any act or omission of the Trust Parties. The Final Order also provides that all
persons, including governmental entities or units, having or claiming interests
of any nature whatsoever against the Trust or the Trust Parties are permanently
barred and enjoined from pursuing or commencing any actions or proceedings
against any Trust Party or the Administrator based upon any right, claim or
interest which any such creditor, claimant, interest holder or other person may
have or may have had against the Trust or against its property or assets or
against the Trust.
The Final Order also provides for the Bankruptcy Court to retain
jurisdiction to (a) adjudicate all disputes over claims concerning the Trust
estate or against any Trustee; (b) issue such orders as may be necessary or
appropriate to enforce the terms of the injunction granted by the Final Order
terminating the Trust and releasing and discharging the Trustees and each of the
Trust's representatives, consultants, attorneys, advisors or agents; and (c)
issue such orders as may be necessary or proper in implementing and effectuating
the Final Order or the Final Distribution to the CBI Holders, including but not
limited to the Administrator Agreement and the Final Distribution Agreement by
and between the Trust and Harris Bank.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
AEROSPACE CREDITORS LIQUIDATING TRUST
(Registrant)
BY: /s/ MARK M. FELDMAN
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Mark M. Feldman
Trustee
BY: /s/ BRADFORD T. WHITMORE
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Bradford T. Whitmore
Trustee
BY: /s/ PAUL S. WOLANSKY
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Paul S. Wolansky
Trustee
Dated: December 12, 1997
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