SALANT CORPORATION

                                    AGREEMENT

                                     between

                               XXXXXX CORPORATION

                                       and

                      PENSION BENEFIT GUARANTY CORPORATION


                  This AGREEMENT ("Agreement") is dated as of March 24, 1999, by
and between  XXXXXX  CORPORATION,  a Delaware  Corporation  ("Xxxxxx"),  and the
Pension Benefit Guaranty Corporation ("PBGC").

                               W I T N E S S E T H

                  WHEREAS,  the PBGC is a wholly-owned  United States Government
corporation,  created under Title IV of the Employee  Retirement Income Security
Act of 1974,  as amended  ("ERISA"),  which  guarantees  the  payment of certain
pension  benefits  upon  termination  of those  pension  plans to which Title IV
applies;

                  WHEREAS,  Xxxxxx is the "contributing  sponsor" (as defined in
Section  4001(a)(13) of ERISA) of the Xxxxxx  Corporation  Retirement  Plan (the
"Retirement Plan") and the Xxxxxx  Corporation  Pension Plan (the "Pension Plan"
and together with the Retirement Plan, the "Plans");

                  WHEREAS, as a result of the closing, on or about June 1, 1996,
of Xxxxxx'x Xxxxxxxx Company division,  the number of active participants in the
Pension Plan was, as of such date,  reduced to less than eighty percent (80%) of
the number of active  participants  in such Plan as of  January  1, 1996,  which
resulted in the  occurrence  of a  reportable  event (the  "Xxxxxxxx  Reportable
Event") with respect to the Pension Plan and in respect of which Xxxxxx provided
notice to the PBGC pursuant to Section 4043 of ERISA;

                  WHEREAS,  in  connection  with the  consummation  of the First
Amended  Chapter 11 Plan of  Reorganization  for Xxxxxx,  dated February 3, 1999
(the "Plan of  Reorganization"),  Xxxxxx intends,  prior to and/or following the
effective date (the "Effective Date") of the Plan of Reorganization,  to sell or
otherwise  dispose of certain of its  businesses  not related to the Xxxxx Xxxxx
menswear business,  specifically,  the non-Xxxxx Xxxxx dress shirt business, the
Children's Group and the Bottoms  Division and Accessories  Division of Xxxxxx'x
Menswear Group (each such sale or disposition a "Proposed  Transaction"  and all
such sales and dispositions the "Proposed Transactions");

                  WHEREAS,  the  consummation  of one or  more  of the  Proposed
Transactions  may result in the occurrence of one or more additional  reportable
events  (the  "Potential  Reportable  Events"  and  together  with the  Xxxxxxxx
Reportable Event, the "Reportable Events") with respect to either or both of the
Plans;

                  WHEREAS, each of the Plans is covered under Title IV of ERISA;

                  WHEREAS,  in December 1998, Xxxxxx filed a voluntary  petition
with the United States  Bankruptcy  Court for the Southern  District of New York
(the  "Bankruptcy  Court") for relief under Chapter 11 of Title 11 of the United
States Code (the "Bankruptcy Code");

                  WHEREAS,  the PBGC has  filed  proofs of claim in In Re Xxxxxx
Corporation,  Case No.  98-10107 (CB), now pending in the Bankruptcy  Court (the
"Chapter 11 Case") on behalf of itself and the Plans;

                  WHEREAS,  (i) claim number 13 held by the PBGC attached hereto
as Exhibit 1 is for the  termination  liability  that the PBGC asserts  would be
owed by Xxxxxx  to the PBGC  pursuant  to  Sections  4062 and 4068 of ERISA,  29
U.S.C.  Sections  1362 and  1368,  upon a  termination  of either or both of the
Plans; (ii) claim numbers 15 and 16 held by the PBGC attached hereto as Exhibits
2 and 3, respectively,  are for the minimum funding  contributions that the PBGC
asserts are owed by Xxxxxx to the Plans  pursuant  to Section  302 of ERISA,  29
U.S.C.  Section 1082,  and Section 412 of the Internal  Revenue Code of 1986, as
amended (the "Code"),  26 U.S.C.  Section 412; (iii) claim number 17 held by the
PBGC attached  hereto as Exhibit 4 is for the  premiums,  interest and penalties
that the PBGC  asserts  are owed by  Xxxxxx  to the PBGC  pursuant  to  Sections
4007(a),  (b) and (e) of  XXXXX,  00  X.X.X.  0000(x),  (x) xxx  (x),  xxx  XXXX
Regulation Section  4007.12(a),  29 C.F.R.  Section  4007.12(a);  and (iv) claim
number 439 held by the PBGC  attached  hereto as Exhibit 5 is for the  liability
that the PBGC  asserts may be owed by Xxxxxx  pursuant to Section 4063 of ERISA,
29 U.S.C.  Section 1363, as a result of the occurrence of the Reportable  Events
(claim numbers 13, 15 through 17 and 439 collectively the "Filed Claims"); and

                  WHEREAS,  Xxxxxx  and the PBGC  desire to  address  the issues
giving  rise to the  claims,  and  eliminate  the  need for the PBGC to have any
claims, including,  without limitation,  the Filed Claims, relating to the Plans
and arising out of any state of facts  existing or event  occurring on or before
Effective Date; and

                  WHEREAS,  Xxxxxx and the PBGC believe that  entering into this
Agreement is in the best interests of the participants of the Plans,  Xxxxxx and
the PBGC;

                  NOW,  THEREFORE,  in consideration of the foregoing and of the
mutual  covenants and  agreements  set forth herein,  the receipt,  adequacy and
sufficiency of which are hereby acknowledged, and intending to be legally bound,
Xxxxxx, as Debtor and on behalf of the Reorganized  Xxxxxx,  and the PBGC hereby
agree as follows:

         1.       Definitions.

                  As used in this Agreement,  the following terms shall have the
meanings set forth below:

    "Agreement" shall have the meaning set forth in the Preamble hereto.

    "Code" shall have the meaning set forth in the Recitals hereto.

     "ERISA" shall have the meaning set forth in the Recitals hereto.

     "IRS Agreement"  means the agreement made as of July 13, 1994, among Xxxxxx
and Xxxxxx Xxxxx,  Inc. and the Internal  Revenue Service as in effect from time
to time.

     "Letter of Credit" shall have the meaning set forth in Section 3(a) hereof.

     "PBGC" shall have the meaning set forth in the Preamble hereto.

     "Pension Plan,"  "Retirement  Plan" and "Plans" shall have the meanings set
forth in the Recitals hereto.

     "Plan  Year"  means  for  each  Plan,  the  calendar  year,  or such  other
twelve-month period specified in each Plan as amended,  supplemented or modified
from time to time.

                  "Replacement  Letter of  Credit"  shall have the  meaning  set
forth in Section 3(b) hereof.

     "Reportable Event" shall have the meaning set forth in the Recitals hereto.

     "Xxxxxx" shall have the meaning set forth in the Preamble hereto.

     "Termination Date" shall have the meaning set forth in Section 4 hereof.

                  "Termination  Liability" means the joint and several liability
of Xxxxxx and each  member of its  "controlled  group"  (within  the  meaning of
Section  4001(a)(14)  of ERISA)  under  Section  4062 of ERISA in respect of the
Plans  determined as of the date of the  termination  of the Plans under Section
4048 of ERISA during the term of the Agreement.

                  "Total Unfunded  Liabilities" means aggregate unfunded benefit
liabilities (as defined in Section 4001(a)(18) of ERISA) with respect to both of
the Plans, and disregarding a Plan with no unfunded benefit liabilities.

         2. Effectiveness of this Agreement.

     This Agreement is enforceable pursuant to its terms, and is contingent upon
consummation of the Plan of Reorganization;  provided, however, that in no event
shall this  Agreement  be  effective  without  its having  been  approved by the
Bankruptcy  Court,  which approval shall be evidenced either by the confirmation
order or an order entered  under  Bankruptcy  Rule 9019.  Provided the Effective
Date shall have occurred,  the effective  date of this Agreement  shall be as of
the date of entry of an order confirming the Plan of Reorganization. This is the
"PBGC  Agreement"  defined in  Article  One of the Plan of  Reorganization,  and
referred to in Section 6.5 of the Plan of Reorganization.

         3. Letter of Credit to the PBGC.

                  (a) (i) General terms. On or before the effective date of this
Agreement,  Xxxxxx will provide,  a one-year  renewable standby letter of credit
arranged  by CIT  Group/Commercial  Services,  Inc.,  or  such  other  financial
institution  as may be  reasonably  acceptable  to the  PBGC,  in the form to be
mutually agreed upon prior to the Effective Date (the "Letter of Credit") in the
amount of $2.25 million to secure the  obligations of Xxxxxx for the Termination
Liability.

                           (ii)     Drawing  on Letter of  Credit.  The PBGC may
draw on the  Letter of Credit(or any Replacement Letter of Credit) only as 
follows:

                                (A) Upon the  receipt by the PBGC of a Notice of
Intent to Terminate one or both
         of the Plans in a distress termination under Section 4041(c) of ERISA;

                                (B) Upon the issuance by the PBGC of a Notice of
Determination that one or both of the Plans should be terminated in an 
involuntary termination under Section 4042 of ERISA; or

                                (C) Under the circumstances described in Section
3(b)(ii).

                  Any drawing on the Letter of Credit or the Replacement  Letter
of Credit  shall be  pursuant  to a  Certificate  for  Drawing in the form to be
mutually  agreed upon prior to the Effective Date delivered to the bank or other
financial  institution issuing the Letter of Credit or the Replacement Letter of
Credit.  The PBGC shall not  present a  Certificate  for  Drawing to the issuing
entity  unless one of the  conditions  described in Section  3(a)(ii)  have been
satisfied.  The PBGC  shall  deliver a copy of any  Certificate  for  Drawing to
Xxxxxx within one (1) business day of its presentment to the issuing bank.

                  (b)      Replacement

     (i) The Letter of Credit  provided for in Section  3(a) shall  provide that
the issuing  entity shall notify the PBGC at least sixty (60) days in advance of
the anniversary  date of the Letter of Credit as to whether or not the Letter of
Credit will be extended.  If the issuing entity  provides notice that the Letter
of Credit will not be extended, Xxxxxx shall obtain from a financial institution
reasonably  acceptable to the PBGC a replacement letter of credit (substantially
identical  in terms and  identical in amount to the then  outstanding  Letter of
Credit)  (the  "Replacement  Letter of  Credit")  for the benefit of the PBGC at
least thirty (30) days before the anniversary  date of the Letter of Credit then
outstanding.  Such Replacement  Letter of Credit shall become effective upon the
anniversary date of the Letter of Credit then outstanding.  Upon the issuance of
a  Replacement  Letter  of  Credit,  it shall be  deemed  for  purposes  of this
Agreement to be a Letter of Credit issued pursuant to Section 3(a).

                           (ii) The  Letter of Credit  provided  for in  Section
3(a) shall further provide that
if, under the circumstances described in Section 3(b)(i), the Replacement Letter
of Credit is not obtained at least thirty (30) days before the anniversary  date
of the Letter of Credit then outstanding, the PBGC may draw down the full amount
of the  Letter  of  Credit  within  the  thirty  (30)  day  period  prior to the
anniversary date.

                  (c) Amounts  received by PBGC pursuant to a draw of any Letter
of Credit  under  this  Agreement  shall be held in an  interest-bearing  escrow
account  maintained  at the State Street Bank in the name of the PBGC.  PBGC may
withdraw  amounts after  termination  of the one or both of the Plans to satisfy
the  Termination  Liability  thereunder.  The  amounts  shall stay in the escrow
account and the escrow account shall not be closed until such time as:

  (i)   the Termination Liabilities under both of the Plan have been satisfied;

  (ii)  this Agreement expires in accordance with Section 4,

whichever event occurs soonest.

At the time the  escrow  account  is closed,  PBGC  shall  return any  remaining
amounts held therein to Reorganized Xxxxxx, provided, however, that in the event
the termination of one or both of the Plans has been proposed as contemplated in
section 3(a)(ii)(A) or (B), but said plan termination has not been made final by
agreement or court order,  and this  Agreement  expires in  accordance  with the
terms of  Section  4, the  escrow  account  shall  not end  until  the  proposed
termination  action is complete  and PBGC has had a  reasonable  opportunity  to
apply amounts therein to the Termination  Liability of one or both of the Plans,
if appropriate.

         4.       Term of Agreement.

                  This  Agreement  shall  commence  as provided in Section 2 and
will terminate upon the earliest of (a), (b), (c), or (d), below,  provided that
Reorganized Xxxxxx is in full compliance with the Agreement,  but in the case of
(a),  (c), and (d), no earlier than five (5) years after the  Effective  Date of
the Plan of Reorganization (the "Termination Date"):

                  (a) The Total Unfunded  Liabilities,  as calculated at the end
of the Plan Year for two consecutive years, is zero (0); provided, however, that
if the  Total  Unfunded  Liabilities  of the Plan as of the last day of the Plan
Year for two  consecutive  years  is less  than  $1,000,000,  Xxxxxx  will  have
satisfied the conditions of this paragraph  provided it has  contributed in cash
an amount equal to the Total Unfunded  Liabilities no later than September 15 of
the first calendar year following the end of such two-Plan-Year period; or

(b) The last date on which PBGC receives a Post  Distribution  Certification for
the Plans  pursuant to 29 CFR ss.  4041.29  indicating  that the Plans have been
successfully terminated in standard terminations under Section 4041(b) of ERISA;
or

                  (c)  Upon  receipt  by  PBGC  of  written  evidence  from  the
applicable  rating  agencies that one of the following two  conditions  has been
satisfied:

     (i)  Xxxxxx  has a rating on its  unsecured  debt at the  rating  level (or
better) of BBB from Standard & Poor's or Baa2 from Moody's;

                           (ii) In the  event  there  is no such  rating  on its
unsecured debt, Xxxxxx obtains a
private rating on a hypothetical issue of unsecured debt of at least $50 million
at the  rating  level (or  better)  of BBB from  Standard  & Poor's or Baa2 from
Moody's; or

                  (d) If there is a change of the  Xxxxxx  controlled  group for
purposes of Title IV of ERISA and the unsecured debt of the new controlled group
has been rated BBB by Standard & Poor's or Baa2 by Moody's,  or better,  for the
two consecutive years prior to a rating date (which rating date is subsequent to
the date of the change of the controlled group), and such ratings are reaffirmed
taking into account the change in the controlled group.

         5.       Notice and Information to PBGC. 

                  Until this  Agreement is  terminated,  Xxxxxx shall deliver or
cause to be delivered to the Director of the  Corporate  Finance &  Negotiations
Department ("CFND") of the PBGC the following:

     (a) Copies of any notices of reportable events at the time they are filed;
                
                 (b) Written notice no later than thirty (30) days prior to any
pension plan merger or spinoff or any transaction  that would have the effect of
transferring  more than three  percent  (3%) of the assets  and  liabilities  of
either of the Plans;

                  (c) Written notice thirty (30) days prior to any change in any
of the Plans'  actuarial  assumptions  or methods for the purpose of the minimum
funding  standard  of  Section  412 of the Code,  other  than  changes  that are
required by law, which change shall be subject to PBGC's  consent,  with consent
not to be  unreasonably  withheld;  PBGC shall  communicate  its response to any
requested  changes  within  fifteen  (15) days after the  receipt by CFND of the
Xxxxxx notice.

                  (d) For each  Plan  Year,  Form  5500  for  each  Plan (or its
successors), promptly after filing with the IRS, but no later than October 31 of
the following Plan Year and the most recent  Actuarial  Valuation Report for the
Plans within ten (10) days of its receipt by Xxxxxx, but not later than December
31 of that Plan Year.

     (e)  Copy of any  amendment  to a Plan or an  appropriate  summary  thereof
within ten (10) days of adoption.

                  (f)  Written  notice of the date and  amount of  contributions
made to the Plans within ten (10) business days after the  contribution  is made
or written notice of failure to make any  contribution  within (5) business days
after the due date.

                  (g)  Written  notice  within  thirty  (30)  days  prior  to  a
transaction that would result in a change in the Plans' contributing  sponsor or
in Reorganized Xxxxxx'x controlled group.

                  (h) Written  notice  sixty (60) days prior to the  anniversary
date of the  issuance of any  outstanding  Letter of Credit as to whether or not
the Letter of Credit will be renewed.

         6.       Covenants and Agreements of Xxxxxx.
     (a) From and after the Effective Date, the  Reorganized  Xxxxxx will assume
Xxxxxx'x  obligations  under ERISA with respect to the Pension Plans,  including
becoming the contributing  sponsor of the Pension Plans. The Reorganized  Xxxxxx
intends to continue as the contributing sponsor of each of the Plans and, for so
long as it maintains the Plans,  Reorganized Xxxxxx shall fund each of the Plans
in accordance with applicable law ( including,  without limitation,  the minimum
funding  requirements  set forth in Section  302 of ERISA and Section 412 of the
Code);  provided,  however,  that nothing herein shall preclude the  Reorganized
Xxxxxx  (or any  successor  to the  Reorganized  Xxxxxx  or to the  business  of
Reorganized  Xxxxxx) from  terminating or transferring the sponsorship of either
or both of the Plans in accordance with applicable law.
     (b) The  Reorganized  Xxxxxx  will  continue  to honor all of the terms and
conditions of the IRS Agreement,  and shall  continue to make all  contributions
required  to be made  to each of the  Plans  under  the IRS  Agreement,  as such
agreement shall from time to time be in effect.
     (c)  Xxxxxx  agrees  that  its  obligations  to the  Plans,  including  any
obligations  under the IRS  Agreement,  shall not be discharged by reason of the
confirmation of the Plan of Reorganization, and such obligations shall remain in
full force and effect,  and may be enforced  against the  Reorganized  Xxxxxx in
accordance  with  applicable  law  regardless  of any  provision  of the Plan of
Reorganization.
        7. Covenants and Agreements of the PBGC.
     (a) The  Filed  Claims  shall be  withdrawn  by the PBGC no later  than the
Effective  Date and shall not be  re-filed  nor shall any  additional  proofs of
claims be filed by the PBGC in the Chapter 11 Case.
     (b) In  consideration of the covenants and agreements of Xxxxxx as provided
herein,  the PBGC  shall not take any  action  pursuant  to Title IV of ERISA or
otherwise  with  respect  to the  Plans  arising  out of (i) any  state of facts
existing  or  event  occurring  on or  before  the  Effective  Date or (ii)  the
Reportable Events (whether occurring before or after the Effective Date).
     (c) The PBGC will support  confirmation of, and vote to accept, the Plan of
Reorganization,  provided  the Plan of  Reorganization  is not amended to change
substantively the obligations of Xxxxxx and the Reorganized  Xxxxxx with respect
to the Plans or the PBGC.
         8.       Retention of Rights.
     Nothing in this  Agreement  shall limit or impair the rights of the PBGC to
take any action in accordance  with applicable law in respect of the Plans based
upon any event (other than the Reportable  Events) occurring after the Effective
Date.
        9.       No Admission of Liability.
     This  Agreement  is not and  shall not be  construed  as or deemed to be an
admission or  concession  by or on the part of any party of any liability or the
applicability  of any provision of ERISA or other  applicable  law in connection
with any matter described in this Agreement, and each party expressly denies any
liability whatsoever.
         10.      Notices.
     Any notices, requests or other communication hereunder shall be in writing,
and  shall be  deemed  to have been duly  given  when  mailed by  registered  or
certified mail postage prepaid, or upon receipt if overnight delivery service or
facsimile is used, addressed as follows:
                  To the PBGC:

                                    Director
                  Corporate Finance and Negotiations Department
                      Pension Benefit Guaranty Corporation
                          0000 X Xxxxxx X.X., Xxxxx 000
                           Xxxxxxxxxx, X.X. 00000-0000
                            Facsimile: (000) 000-0000

                  To Salant:

                                            Xxxxxx Corporation
                                            0000 Xxxxxx xx xxx Xxxxxxxx
                                            Xxx Xxxx, Xxx Xxxx  00000
                                            Telephone:  (000) 000-0000
                                            Facsimile:  (000) 000-0000
                                            Attn:  Xxxxxxxx Xxxxx

                                            With a copy to:

                                            Fried, Frank, Harris, Xxxxxxx 
                                            & Xxxxxxxx
                                            Xxx Xxx Xxxx Xxxxx
                                            Xxx Xxxx, Xxx Xxxx 00000-0000
                                            Telephone:  (000) 000-0000
                                            Facsimile:  (000) 000-0000
                                            Attn:  Xxxxxx X. Xxxxxxx, Esq.

         11.      Miscellaneous.

     (a) This  Agreement  constitutes  the entire  final  agreement  between the
parties  hereto with respect to the matters  provided  for herein,  and no other
agreement or  understanding,  written or oral,  exists  except as expressly  set
forth herein.
     (b) This Agreement and the rights and obligations of the parties  hereunder
shall be governed by and construed in accordance with the Code,  ERISA and other
applicable federal law.
     (c) The invalidity or  unenforceability  of any provision of this Agreement
shall not  affect the  validity  or  enforceability  of any other  provision  or
provisions of this Agreement, which shall remain in full force and effect.
     (d) This  Agreement  shall not be modified or amended,  except by a written
instrument signed by the parties hereto.
     (e) This  Agreement  shall  inure to the  benefit  of, and may be  enforced
solely by the parties hereto, and, in each case, their respective successors and
assigns.
     (f) The captions  used herein are for  reference  only and shall not in any
way affect the meaning or construction of any provision of this Agreement.
     (g) This Agreement may be executed in any number of identical counterparts,
each of which  shall be deemed an  original  as against the party who signed it,
and all of which together shall constitute one and the same instrument.

                  IN WITNESS WHEREOF,  the parties to this Agreement have caused
this  Agreement to be duly  executed  and  delivered  by their  respective  duly
authorized officers as of the day and year indicated below.

                                            XXXXXX CORPORATION


                                            By:
                                            Title:       



                                            PENSION BENEFIT GUARANTY CORPORATION


                                            By:
                                            Title: 


                                                                       EXHIBIT 1


FORM B10 (Official Form 10)(4/98)
--------------------------------------------------------------------------------
United States Bankruptcy Court   SOUTHERN District of NEW YORK    PROOF OF CLAIM
--------------------------------------------------------------------------------
Name of Debtor                         Case Number

XXXXXX CORPORATION                     98-10107 (CB)
----------------------------------------------------------------
Note:  This form should not be sued to make a claim for an 
administrative expense arising after the commencement of the 
case.  A "request" for payment of an administrative expense may 
be filed pursuant to 11 U.S.C. Section 503.
----------------------------------------------------------------
Name of Creditor (The person or        [ ] Check box if you are 
other entity to whom the debtor            aware that anyone else
owes money or property):                   has filed a proof of
                                           claim relating to your
PENSION BENEFIT GUARANTY                   claim.  Attach copy
CORPORATION                                of statement giving
                                           particulars.
-------------------------------------
Name and address where notices
should be sent:                        [X] Check box if you have
                                           never received any
Pension Benefit Guaranty Corporation       notices from the 
Office of the General Counsel,             bankruptcy court in
Attn:  Xxxxx X. Xxxxx, Esq.                this case.
0000 X. Xxxxxx, X.X., Xxxxx 0000
Xxxxxxxxxx, X.X. 00000-0000            [ ] Check box if the 
                                           address differs from
                                           the address on the 
                                           envelope sent to you
                                           by the court.
Telephone number: 
     000-000-0000, ext. 3235
--------------------------------------------------------------------------------
Account or other number by which       Check here     [ ] replaces
creditor identifies debtor:            if this claim  [ ] amends a previously
                                                          filed claim, 
                                                          dated: _______________
--------------------------------------------------------------------------------
1.  Basis for Claim
    [ ] Goods sold                     [ ] Retiree benefits as defined in 
    [ ] Services performed                 11 U.S.C. Section 1114(a)
    [ ] Money loaned                   [ ] Wages, salaries, and compensation
    [ ] Personal injury/wrongful           (fill out below)
        death
    [ ] Taxes                              Your SS#: _____ ______ _______
    [X] Other                              Unpaid Compensation for services
             Statutory liability           performed
             under 29 U.S.C.               from ______________ to ______________
             Sections 1362, 1368                    (date)           (date)
             (see attached
             statement)

--------------------------------------------------------------------------------
2.  Date debt was incurred:             3.  If court judgment, date obtained:

    Arises on pension plan
    termination (see attached
    statement)
--------------------------------------------------------------------------------
4.  Total Amount of Claim at Time Case Filed:       $27,500,000
                                                     ----------

    If all or part of your claim is secured or entitled to priority, also
    complete Item 5 or 6 below.

[ ] Check this box if claim includes interest or other charges in addition to
    the principal amount of the claim.  Attach itemized statement of all
    interest or additional charges
--------------------------------------------------------------------------------
5.  Secured Claim.

[ ] Check this box if your claim is secured by collateral (including a right of
    setoff).

    Brief Description of Collateral:

    [ ] Real Estate      [ ] Motor Vehicle

        [ ] Other ___________________

    Value of Collateral:  $_____________________



Amount of arrearage and other charges at time case filed included in secured
claim, if any:  $______________________
--------------------------------------------------------------------------------
6.  Unsecured Priority Claim.

[X] Check this box if you have an unsecured priority claim

    Amount entitled to priority $  27,500,000
                                   ----------
    Specify the priority of the claim:

[ ] Wages, salaries, or commissions (up to $4300), * earned within 90 days
    before filing of the bankruptcy petition or cessation of the debtor's 
    business, whichever is earlier -- 11 U.S.C. Section 507(a)(3).

[ ] Contributions to an employee benefit plan -- 11 U.S.C. Section 507(a)(4).

[ ] Up to $1,950* of deposits toward purchase, lease, or rental of property
    or services for personal, family, or household use -- 11 U.S.C. 
    Section 507(a)(6)

[ ] Alimony, maintenance, or support owed to a spouse, former spouse, or
    child -- 11 U.S.C. Section 507(a)(7).

[X] Taxes or penalties owed to governmental units -- 11 U.S.C. 
    Section 507(a)(8).

[X] Other -- Specify applicable paragraph of 11 U.S.C. Section 507(a)
    (1), 503(b)(1)
    --------------

(see attached statement)
*  Amounts are subject to adjustment on 4/1/98 and every 3 years thereafter
with respect to cases commenced on or after the date of adjustment.
--------------------------------------------------------------------------------
7.  Credits:  The amount of all payments on this      THIS SPACE IS FOR
    claim has been credited and deducted for          COURT USE ONLY
    the purpose of making this proof of claim.

8.  Supporting Documents:  Attach copies of
    supporting documents, such as promissory
    notes, purchase orders, invoices,
    itemized statements of running accounts,
    contracts, court judgments, mortgages,
    security agreements, and evidence of
    perfection of lien.  DO NOT SEND
    ORIGINAL DOCUMENTS.  If the documents
    are not available, explain.  If the
    documents are voluminous, attach
    a summary.

9.  Date-Stamped Copy:  To receive an
    acknowledgment of the filing of your
    claim, enclose a stamped, 
    self-addressed envelope and copy
    of this proof of claim.
-------------------------------------------------
Date           Sign and print the name and title,
               if any, of the creditor or other
               person authorized to file this 
               claim (attach copy of power of
               attorney, if any):

               Xxxxxxx X. Xxxxxxxxx
               Assistant General Counsel
--------------------------------------------------------------------------------
Penalty for presenting fraudulent claim:  Fine of up to $500,000 or imprisonment
for up to 5 years, or both.  18 U.S.C. Sections 152 and 3571.
--------------------------------------------------------------------------------

Xxxxx X. Xxxxx (BJ-2184)
Pension Benefit Guaranty Corporation
Office of the Counsel
0000 X Xxxxxx, XX, Xxxxx 0000
Xxxxxxxxxx, XX 00000-0000
(000) 000-0000, ext. 3235

UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

IN RE
    XXXXXX CORPORATION,

Debtor.

Chapter 11
Case No. 98B 10107(CB)

                                           STATEMENT IN SUPPORT OF CLAIM

          The Pension Benefit  Guaranty  Corporation  ("PBGC") hereby sets forth
its claim against Xxxxxx Corporation (hereinafter the "Debtor"), stating:

          1. PBGC is a wholly-owned United States Government corporation created
under Title IV of the Employee Retirement income Security Act of 1974 ("ERISA"),
29 U.S.C. xx.xx. 1301-1461 (1994 and Supp. II 1996), to administer the mandatory
pension plan termination  insurance program established under Title IV of ERISA.
The PBGC guarantees the payment of certain pension  benefits upon termination of
a pension plan to which Title IV applies. See 29 U.S.C. xx.xx. 1321, 1322.

          2. The Xxxxxx  Corporation  Pension Plan (the  "Hourly  Plan") and the
Xxxxxx  Corporation  Retirement  Plan (the "Salaried  Plan")  (collectively  the
"Plans") are  tax-qualified,  single  employer,  defined  benefit  pension plans
covered by Title IV of ERISA. 29 U.S.C. ss. 1321.

         3. The Debtor is the  contributing  sponsor  of the  Plans,  within the
meaning of 29 U.S.C. ss. 1301(a)(13).

         4. This claim is contingent on the  termination of either of the Plans,
or both, in  accordance  with 29 U. S.C.  xx.xx.  1341 (c),  1342,  prior to the
effective  date  of a plan  of  reorganization.  If and  when  date(s)  of  plan
termination  is/are  established,  pursuant to 29 U.S.C. ss. 1348, the PBGC will
amend this claim as necessary.

         5. On information  and belief,  the assets of each of the Plans are not
sufficient to discharge when due all of the benefit  liabilities of that pension
plan.

         6. Under 29 U.S.C. ss. 1362(b),  the contributing sponsor of a plan and
each  member of the  contributing  sponsor's  controlled  group is  jointly  and
severally  liable to the PBGC for the amount by which the assets of a terminated
pension  plan are  insufficient  to cover  the  plan's  benefit  liabilities  to
participants on the date of plan termination  ("Unfunded Benefit  Liabilities"),
plus interest from the termination date.

         7.  Under 29 U.S.C.  ss.  1368,  if any liable  party  fails to pay the
amount of its debt under 29 U.S.C.  ss.  1362(b),  after demand by the PBGC, the
PBGC has a lien to the  extent  such  amount  does not  exceed 30 percent of the
collective net worth of all persons  described in ERISA ss.  4062(a),  29 U.S.C.
ss.1362(a). The lien created by 29 U.S C. ss. 1368 arises as of the date of plan
termination  on all  property  and rights to  property  of those  persons and is
"treated  in the same  manner as a tax due and owing to the  United  States  for
purposes of Title 11 [of the United States Code]." 29 U.S.C. ss. 1368(c)(2).

         8. By filing this claim,  the PBGC asserts that the Debtor is liable to
the PBGC pursuant to ERISA xx.xx. 4062 and 4068, 29 U.S.C. xx.xx. 1362 and 1368,
and  demands  payment of that  liability  from the Debtor and all members of its
controlled group.

          9. This debt to the PBGC will arise, the  administration of the estate
and,  therefore,  will be entitled  to priority as a tax  incurred by the estate
pursuant  to 11 U.S.C.  xx.xx.  503(b)(1)(B)  and  507(a)(1),  up to the  amount
described above in paragraph 7.

          10.  Alternatively,  in the event  that the claim or any part of it is
determined  not to be entitled to priority under 11 U.S.C.  xx.xx.  503(b)(1)(B)
and  507(a)(1),  then,  to the extent such claim or part thereof does not exceed
the amount  described  in  paragraph  7, such claim or part is hereby  filed and
asserted as a priority claim under 11 U.S.C. ss. 507(a)(8).

          11. Any amount of Unfunded Benefit Liabilities which is determined not
to be entitled to priority is hereby filed as a general unsecured claim.

          12. The PBGC  estimates that the Unfunded  Benefit  Liabilities of the
Hourly  Plan  and  the  Salaried   Plan  are   $10,100,000,   and   $17,400,000,
respectively.  This estimate is based upon actuarial information prepared by the
Debtor and, where  applicable,  adjusted by the PBGC. It is subject to amendment
after a date of plan  termination  is  established  and upon  completion  of any
inquiry to be carried out by the PBGC.

          13.  The  amount  of this  claim  may be  subject  to  reduction  upon
determination  by the PBGC of the value, if any, of the claim for unpaid minimum
funding  contributions  in this case.  That  claim is being  filed in a separate
document.

          14. The PBGC lacks  sufficient  information  on which to estimate  the
collective net worth of all persons described in 29 U.S.C. ss. 1362(a),  and has
not received  proof that the  collective  net worth of such  persons  limits the
priority  of this claim.  If a limiting  collective  net worth is  asserted  and
established pursuant to 29 U.S.C.
ss. 1362, the PBGC will amend this claim accordingly.

         15. The PBGC reserves the right to amend,  modify and  supplement  this
proof of claim and/or to file additional proofs of claim for additional  claims.
The filing of this claim is not intended to be and shall not be construed as (1)
an election of remedy or (2) a waiver or  limitation  of any rights of the PBGC,
the Plans or any of its  beneficiaries  or participants.  In addition,  the PBGC
reserves the right to supplement this claim with additional documents.


XXXXXXX X. XXXXXXXXX
Assistant General Counsel

XXXXX X. XXXXX (BJ 2184)
Attorney

PENSION BENEFIT GUARANTY
CORPORATION
Office of the General Counsel
0000 X Xxxxxx, X.X.
Xxxxxxxxxx X.X. 00000-0000
(000) 000-0000, ext. 3235
Attorneys for Claimant



                                                                       EXHIBIT 2


FORM B10 (Official Form 10)(4/98)
--------------------------------------------------------------------------------
United States Bankruptcy Court   SOUTHERN District of NEW YORK    PROOF OF CLAIM
--------------------------------------------------------------------------------
Name of Debtor                         Case Number

XXXXXX CORPORATION                     98-10107 (CB)
----------------------------------------------------------------
Note:  This form should not be sued to make a claim for an 
administrative expense arising after the commencement of the 
case.  A "request" for payment of an administrative expense may 
be filed pursuant to 11 U.S.C. Section 503.
----------------------------------------------------------------
Name of Creditor (The person or        [ ] Check box if you are 
other entity to whom the debtor            aware that anyone else
owes money or property):                   has filed a proof of
                                           claim relating to your
PENSION BENEFIT GUARANTY                   claim.  Attach copy
CORPORATION                                of statement giving
                                           particulars.
-------------------------------------
Name and address where notices
should be sent:                        [X] Check box if you have
                                           never received any
Pension Benefit Guaranty Corporation       notices from the 
Office of the General Counsel,             bankruptcy court in
Attn:  Xxxxx X. Xxxxx, Esq.                this case.
0000 X. Xxxxxx, X.X., Xxxxx 0000
Xxxxxxxxxx, X.X. 00000-0000            [ ] Check box if the 
                                           address differs from
                                           the address on the 
                                           envelope sent to you
                                           by the court.
Telephone number: 
     000-000-0000, ext. 3235
--------------------------------------------------------------------------------
Account or other number by which       Check here     [ ] replaces
creditor identifies debtor:            if this claim  [ ] amends a previously
                                                          filed claim, 
                                                          dated: _______________
--------------------------------------------------------------------------------
1.  Basis for Claim
    [ ] Goods sold                     [ ] Retiree benefits as defined in 
    [ ] Services performed                 11 U.S.C. Section 1114(a)
    [ ] Money loaned                   [ ] Wages, salaries, and compensation
    [ ] Personal injury/wrongful           (fill out below)
        death
    [ ] Taxes                              Your SS#: _____ ______ _______
    [X] Other                              Unpaid Compensation for services
             Statutory liability           performed
             under 29 U.S.C.               from ______________ to ______________
             Sections 1362, 1368                    (date)           (date)
             (see attached
             statement)

--------------------------------------------------------------------------------
2.  Date debt was incurred:             3.  If court judgment, date obtained:

    Arises from before the petition
    date through date of plan 
    termination
--------------------------------------------------------------------------------
4.  Total Amount of Claim at Time Case Filed:       $UNLIQUIDATED
                                                     ------------

    If all or part of your claim is secured or entitled to priority, also
    complete Item 5 or 6 below.

[ ] Check this box if claim includes interest or other charges in addition to
    the principal amount of the claim.  Attach itemized statement of all
    interest or additional charges
--------------------------------------------------------------------------------
5.  Secured Claim.

[ ] Check this box if your claim is secured by collateral (including a right of
    setoff).

    Brief Description of Collateral:

    [ ] Real Estate      [ ] Motor Vehicle

        [ ] Other ___________________

    Value of Collateral:  $_____________________



Amount of arrearage and other charges at time case filed included in secured
claim, if any:  $______________________
--------------------------------------------------------------------------------
6.  Unsecured Priority Claim.

[X] Check this box if you have an unsecured priority claim

    Amount entitled to priority $  UNLIQUIDATED
                                   ------------
    Specify the priority of the claim:

[ ] Wages, salaries, or commissions (up to $4300), * earned within 90 days
    before filing of the bankruptcy petition or cessation of the debtor's 
    business, whichever is earlier -- 11 U.S.C. Section 507(a)(3).

[X] Contributions to an employee benefit plan -- 11 U.S.C. Section 507(a)(4).

[ ] Up to $1,950* of deposits toward purchase, lease, or rental of property
    or services for personal, family, or household use -- 11 U.S.C. 
    Section 507(a)(6)

[ ] Alimony, maintenance, or support owed to a spouse, former spouse, or
    child -- 11 U.S.C. Section 507(a)(7).

[X] Taxes or penalties owed to governmental units -- 11 U.S.C. 
    Section 507(a)(8).

[X] Other -- Specify applicable paragraph of 11 U.S.C. Section 507(a)
    (1), 503(b)(1)
    --------------

(see attached statement)
*  Amounts are subject to adjustment on 4/1/98 and every 3 years thereafter
with respect to cases commenced on or after the date of adjustment.
--------------------------------------------------------------------------------
7.  Credits:  The amount of all payments on this      THIS SPACE IS FOR
    claim has been credited and deducted for          COURT USE ONLY
    the purpose of making this proof of claim.

8.  Supporting Documents:  Attach copies of
    supporting documents, such as promissory
    notes, purchase orders, invoices,
    itemized statements of running accounts,
    contracts, court judgments, mortgages,
    security agreements, and evidence of
    perfection of lien.  DO NOT SEND
    ORIGINAL DOCUMENTS.  If the documents
    are not available, explain.  If the
    documents are voluminous, attach
    a summary.

9.  Date-Stamped Copy:  To receive an
    acknowledgment of the filing of your
    claim, enclose a stamped, 
    self-addressed envelope and copy
    of this proof of claim.
-------------------------------------------------
Date           Sign and print the name and title,
               if any, of the creditor or other
               person authorized to file this 
               claim (attach copy of power of
               attorney, if any):

               Xxxxxxx X. Xxxxxxxxx
               Assistant General Counsel
--------------------------------------------------------------------------------
Penalty for presenting fraudulent claim:  Fine of up to $500,000 or imprisonment
for up to 5 years, or both.  18 U.S.C. Sections 152 and 3571.
--------------------------------------------------------------------------------



Xxxxx X. Xxxxx (BJ-2184)
Pension Benefit Guaranty Corporation
Office of the General Counsel
0000 X Xxxxxx, XX, Xxxxx 0000
Xxxxxxxxxx, XX 00000-0000
(000) 000-0000, ext. 3235

UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

IN RE
    XXXXXX CORPORATION,

Debtor.

Chapter 11
Case No. 98 B 10107(CB)

                                           STATEMENT IN SUPPORT OF CLAIM

          The Pension Benefit Guaranty  Corporation  ("PBGC"),  on behalf of the
XXXXXX Corporation Pension Plan (hereinafter the "Plan"),  hereby sets forth its
claim against XXXXXX Corporation (hereinafter the "Debtor"), stating:

          1. PBGC is a wholly-owned United States Government corporation created
under Title IV of the Employee Retirement income Security Act of 1974 ("ERISA"),
29 U.S.C.  xx.xx.  1301-1461 (1994 & Supp. II 1996), to administer the mandatory
pension plan termination  insurance program established under Title IV of ERISA.
The PBGC guarantees the payment of certain pension  benefits upon termination of
a pension plan to which Title IV applies. See 29 U.S.C. xx.xx. 1321, 1322.

          2. The  Plan is a  tax-qualified,  single  employer,  defined  benefit
pension plan covered by Title IV of ERISA.  29 U.S.C.  ss. 1321. At all relevant
times, the Debtor was the  contributing  sponsor of the within the meaning of 29
U.S.C. ss. 1301(a)(13).

         3. The contributing sponsor and each member of its controlled group are
liable to the Plan for at least the amounts necessary to satisfy ERISA's minimum
funding standards ("Minimum Funding Contributions").  See 29 U.S.C. xx.xx. 1082,
1362(c); 26 U.S.C. ss. 412.

         4. The Plan may terminate. This claim is made on behalf of the Plan for
unpaid Minimum Funding Contributions based on the contingency that the Plan will
terminate  and/or the PBGC will become  trustee prior to the  confirmation  of a
plan of  reorganization  in this case. See 29 U.S.C.  xx.xx.  1341, 1342. If the
Plan terminates, the PBGC will amend this claim as necessary.

         5. On information and belief,  if the Plan terminates,  the assets held
under the Plan will not be sufficient to discharge  when due all  obligations of
the Plan with respect to benefits guaranteed by the PBGC.

         6. To date, the PBGC has not  calculated the amount of Minimum  Funding
Contributions owed with respect to the Plan.

             7. This claim is entitled to priority as follows:

A. PRIORITY UNDER 11 U.S.C. xx.xx. 503(b)(1)(A) AND 507(a)(1)

         The debt for  unpaid  Minimum  Funding  Contributions  to the Plan that
accrued in the  ordinary  course of business  during the  administration  of the
Debtor's  Chapter 11 estate  until the date of Plan  termination  is entitled to
priority   as   an   expense   of   administration   pursuant   to   11   U.S.C.
ss.ss.503(b)(1)(A) and 507(a)(1).

B. PRIORITY UNDER 11 U. S. C. xx.xx. 503 (b)(1)(B) AND 507 (a)(1 )

         When the aggregate unpaid Minimum Funding  Contributions for plan years
beginning after 1987 exceeds $1 million, 29 U.S.C. ss. 1082(f) and 26 U.S.C. ss.
412(n) create a lien in favor of the Plan against the  contributing  sponsor and
each member of its controlled  group.  Under these sections,  the amount of such
lien is  "treated  as taxes due and  owing the  United  States."  29 U.S.C.  ss.
1082(f)(4)(C); 26 U.S.C. ss.412(n)(4)(C).  To the extent this debt arises during
the  post-petition  period,  it is entitled  to  priority  pursuant to 11 U.S.C.
xx.xx. 503(b)(1)(B) and 507(a)(1).

C. PRIORITY UNDER 11 U. S.C. ss. 507(a)(4)

         The debt for Unpaid Minimum Funding  Contributions to the Plan that are
attributable  to the 180 days prior to the filing of the bankruptcy  petition is
entitled to priority pursuant to 11 U.S.C. ss.507(a)(4).

D. PRIORITY UNDER 11 U.S.C. ss. 507(a)(8)

         To the extent the Debtor's tax  liability  for unpaid  Minimum  Funding
Contributions arose prior to the administration of the estate, it is entitled to
priority pursuant to 11 U.S.C. ss. 507(a)(8)

         8. To the extent that any portion of this claim is determined not to be
entitled to priority, that amount is asserted as a general unsecured claim.

         9. The  PBGC is not  aware  of any  other  claim  for  Minimum  Funding
Contributions having been filed by any person on behalf of the Plan

         10. The PBGC reserves the right to amend,  modify and  supplement  this
proof of claim  and/or to file  additional  proofs of claim.  The filing of this
proof  of claim is not  intended  to be and  shall  not be  construed  as (1) an
election of remedy or (2) a waiver or limitation of any rights of the PBGC,  the
Plan or any of its beneficiaries or participants. In addition, PBGC reserves the
right to supplement this proof of claim with additional relevant documents.


XXXXXXX X. XXXXXXXXX
Assistant General Counsel

XXXXX X. XXXXX
Attorney

PENSION BENEFIT GUARANTY
CORPORATION ON BEHALF OF THE
XXXXXX CORPORATION
PENSION PLAN

0000 X Xxxxxx, XX
Xxxxxxxxxx, XX 00000-0000
(000) 000-0000, ext. 3235
Attorneys for Claimant Pension Benefit
Guaranty Corporation



                                                                       EXHIBIT 3


FORM B10 (Official Form 10)(4/98)
--------------------------------------------------------------------------------
United States Bankruptcy Court   SOUTHERN District of NEW YORK    PROOF OF CLAIM
--------------------------------------------------------------------------------
Name of Debtor                         Case Number

XXXXXX CORPORATION                     98-10107 (CB)
----------------------------------------------------------------
Note:  This form should not be sued to make a claim for an 
administrative expense arising after the commencement of the 
case.  A "request" for payment of an administrative expense may 
be filed pursuant to 11 U.S.C. Section 503.
----------------------------------------------------------------
Name of Creditor (The person or        [ ] Check box if you are 
other entity to whom the debtor            aware that anyone else
owes money or property):                   has filed a proof of
                                           claim relating to your
PENSION BENEFIT GUARANTY                   claim.  Attach copy
CORPORATION                                of statement giving
                                           particulars.
-------------------------------------
Name and address where notices
should be sent:                        [X] Check box if you have
                                           never received any
Pension Benefit Guaranty Corporation       notices from the 
Office of the General Counsel,             bankruptcy court in
Attn:  Xxxxx X. Xxxxx, Esq.                this case.
0000 X. Xxxxxx, X.X., Xxxxx 0000
Xxxxxxxxxx, X.X. 00000-0000            [ ] Check box if the 
                                           address differs from
                                           the address on the 
                                           envelope sent to you
                                           by the court.
Telephone number: 
     000-000-0000, ext. 3235
--------------------------------------------------------------------------------
Account or other number by which       Check here     [ ] replaces
creditor identifies debtor:            if this claim  [ ] amends a previously
                                                          filed claim, 
                                                          dated: _______________
--------------------------------------------------------------------------------
1.  Basis for Claim
    [ ] Goods sold                     [ ] Retiree benefits as defined in 
    [ ] Services performed                 11 U.S.C. Section 1114(a)
    [ ] Money loaned                   [ ] Wages, salaries, and compensation
    [ ] Personal injury/wrongful           (fill out below)
        death
    [ ] Taxes                              Your SS#: _____ ______ _______
    [X] Other                              Unpaid Compensation for services
             Statutory liability           performed
             under 29 U.S.C.               from ______________ to ______________
             Sections 1362, 1368                    (date)           (date)
             (see attached
             statement)

--------------------------------------------------------------------------------
2.  Date debt was incurred:             3.  If court judgment, date obtained:

    Arises from before the petition
    date through date of plan 
    termination
--------------------------------------------------------------------------------
4.  Total Amount of Claim at Time Case Filed:       $UNLIQUIDATED
                                                     ------------

    If all or part of your claim is secured or entitled to priority, also
    complete Item 5 or 6 below.

[ ] Check this box if claim includes interest or other charges in addition to
    the principal amount of the claim.  Attach itemized statement of all
    interest or additional charges
--------------------------------------------------------------------------------
5.  Secured Claim.

[ ] Check this box if your claim is secured by collateral (including a right of
    setoff).

    Brief Description of Collateral:

    [ ] Real Estate      [ ] Motor Vehicle

        [ ] Other ___________________

    Value of Collateral:  $_____________________



Amount of arrearage and other charges at time case filed included in secured
claim, if any:  $______________________
--------------------------------------------------------------------------------
6.  Unsecured Priority Claim.

[X] Check this box if you have an unsecured priority claim

    Amount entitled to priority $  UNLIQUIDATED
                                   ------------
    Specify the priority of the claim:

[ ] Wages, salaries, or commissions (up to $4300), * earned within 90 days
    before filing of the bankruptcy petition or cessation of the debtor's 
    business, whichever is earlier -- 11 U.S.C. Section 507(a)(3).

[X] Contributions to an employee benefit plan -- 11 U.S.C. Section 507(a)(4).

[ ] Up to $1,950* of deposits toward purchase, lease, or rental of property
    or services for personal, family, or household use -- 11 U.S.C. 
    Section 507(a)(6)

[ ] Alimony, maintenance, or support owed to a spouse, former spouse, or
    child -- 11 U.S.C. Section 507(a)(7).

[X] Taxes or penalties owed to governmental units -- 11 U.S.C. 
    Section 507(a)(8).

[X] Other -- Specify applicable paragraph of 11 U.S.C. Section 507(a)
    (1), 503(b)(1)
    --------------

(see attached statement)
*  Amounts are subject to adjustment on 4/1/98 and every 3 years thereafter
with respect to cases commenced on or after the date of adjustment.
--------------------------------------------------------------------------------
7.  Credits:  The amount of all payments on this      THIS SPACE IS FOR
    claim has been credited and deducted for          COURT USE ONLY
    the purpose of making this proof of claim.

8.  Supporting Documents:  Attach copies of
    supporting documents, such as promissory
    notes, purchase orders, invoices,
    itemized statements of running accounts,
    contracts, court judgments, mortgages,
    security agreements, and evidence of
    perfection of lien.  DO NOT SEND
    ORIGINAL DOCUMENTS.  If the documents
    are not available, explain.  If the
    documents are voluminous, attach
    a summary.

9.  Date-Stamped Copy:  To receive an
    acknowledgment of the filing of your
    claim, enclose a stamped, 
    self-addressed envelope and copy
    of this proof of claim.
-------------------------------------------------
Date           Sign and print the name and title,
               if any, of the creditor or other
               person authorized to file this 
               claim (attach copy of power of
               attorney, if any):

               Xxxxxxx X. Xxxxxxxxx
               Assistant General Counsel
--------------------------------------------------------------------------------
Penalty for presenting fraudulent claim:  Fine of up to $500,000 or imprisonment
for up to 5 years, or both.  18 U.S.C. Sections 152 and 3571.
--------------------------------------------------------------------------------



Xxxxx X. Xxxxx (BJ-2184)
Pension Benefit Guaranty Corporation
Office of the General Counsel
0000 X Xxxxxx, XX, Xxxxx 0000
Xxxxxxxxxx, XX 00000-0000
(000) 000-0000, ext. 3235

UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

IN RE

XXXXXX CORPORATION,

Debtor.

Chapter 11
Case No. 98 B 10107(CB)

                                           STATEMENT IN SUPPORT OF CLAIM

         The Pension Benefit  Guaranty  Corporation  ("PBGC"),  on behalf of the
XXXXXX Corporation  Retirement Plan (hereinafter the "Plan"),  hereby sets forth
its claim against XXXXXX Corporation (hereinafter the "Debtor"), stating:

                  PBGC is a wholly-owned  United States  Government  corporation
created under Title IV of the Employee  Retirement  income  Security Act of 1974
("ERISA"),  29 U.S.C. xx.xx. 1301-1461 (1994 & Supp. II 1996), to administer the
mandatory pension plan termination  insurance program established under Title IV
of ERISA.  The PBGC  guarantees  the payment of certain  pension  benefits  upon
termination of a pension plan to which Title IV applies.
See 29 U.S.C. xx.xx. 1321, 1322.

         2.  The  Plan is a  tax-qualified,  single  employer,  defined  benefit
pension plan covered by Title IV of ERISA.  29 U.S.C.  ss. 1321. At all relevant
times, the Debtor was the contributing sponsor of the Plan within the meaning of
29 U.S.C. ss. 1301(a)(13).

         3. The contributing sponsor and each member of its controlled group are
liable to the Plan for at least the amounts necessary to satisfy ERISA's minimum
funding standards ("Minimum Funding Contributions").  See 29 U.S.C. xx.xx. 1082,
1362(c); 26 U.S.C. ss. 412.

         4. The Plan may terminate. This claim is made on behalf of the Plan for
unpaid Minimum Funding Contributions based on the contingency that the Plan will
terminate  and/or the PBGC will become  trustee prior to the  confirmation  of a
plan of  reorganization  in this case. See 29 U. S.C.  ss.ss.1341,  1342. If the
Plan terminates, the PBGC will amend this claim as necessary.

         5. On information and belief,  if the Plan terminates,  the assets held
under the Plan will not be sufficient to discharge  when due all  obligations of
the Plan with respect to benefits guaranteed by the PBGC.

         6. To date, the PBGC has not  calculated the amount of Minimum  Funding
Contributions owed with respect to the Plan.

         7. This claim is entitled to priority as follows:

A. PRIORITY UNDER 11 U.S.C. xx.xx. 503(b)(1)(A) AND 507(a)(1)

         The debt for  unpaid  Minimum  Funding  Contributions  to the Plan that
accrued in the  ordinary  course of business  during the  administration  of the
Debtor's  Chapter 11 estate  until the date of Plan  termination  is entitled to
priority   as   an   expense   of   administration   pursuant   to   11   U.S.C.
ss.ss.503(b)(1)(A) and 507(a)(1)


B. PRIORITY UNDER 11 U.S.C. xx.xx. 503(b)(1)(B) AND 507 (a)(1)

         When the aggregate unpaid Minimum Funding  Contributions for plan years
beginning after 1987 exceeds $1 million,  29 U.S.C. ss. 1082(0 and 26 U.S.C. ss.
412(n) create a lien in favor of the Plan against the  contributing  sponsor and
each member of its controlled  group.  Under these sections,  the amount of such
lien is  "treated  as taxes due and  owing the  United  States."  29 U.S.C.  ss.
1082(f)(4)(C); 26 U.S.C. ss.412(n)(4)(C).  To the extent this debt arises during
the  post-petition  period,  it is entitled  to  priority  pursuant to 11 U.S.C.
xx.xx. 503(b)(1)(B) and 507(a)(1).

C. PRIORITY UNDER 11 U.S.C. ss. 507(a)(4)

         The debt for Unpaid Minimum Funding  Contributions to the Plan that are
attributable  to the 180 days prior to the filing of the bankruptcy  petition is
entitled to priority pursuant to 11 U.S.C. ss.507(a)(4).

D. PRIORITY UNDER 11 U.S.C. ss. 507(a)(8)

         To the extent the Debtor's tax  liability  for unpaid  Minimum  Funding
Contributions arose prior to the administration of the estate, it is entitled to
priority pursuant to 11 U.S.C. ss. 507(a)(8)

         8. To the extent that any portion of this claim is determined not to be
entitled to priority, that amount is asserted as a general unsecured claim.

         9. The  PBGC is not  aware  of any  other  claim  for  Minimum  Funding
Contributions having been filed by any person on behalf of the Plan.

         10. The PBGC reserves the right to amend,  modify and  supplement  this
proof of claim  and/or to file  additional  proofs of claim.  The filing of this
proof  of claim is not  intended  to be and  shall  not be  construed  as (1) an
election of remedy or (2) a waiver or limitation of any rights of the PBGC,  the
Plan or any of its beneficiaries or participants. In addition, PBGC reserves the
right to supplement this proof of claim with additional relevant documents.


XXXXXXX X. XXXXXXXXX
Assistant General Counsel

XXXXX X. XXXXX
Attorney

PENSION BENEFIT GUARANTY
CORPORATION ON BEHALF OF THE
XXXXXX CORPORATION
RETIREMENT PLAN
0000 X Xxxxxx, XX
Xxxxxxxxxx, XX 00000-0000
(000) 000-0000, ext. 3235
Attorneys for Claimant Pension Benefit
Guaranty Corporation


                                                                       EXHIBIT 4


FORM B10 (Official Form 10)(4/98)
--------------------------------------------------------------------------------
United States Bankruptcy Court   SOUTHERN District of NEW YORK    PROOF OF CLAIM
--------------------------------------------------------------------------------
Name of Debtor                         Case Number

XXXXXX CORPORATION                     98-10107 (CB)
----------------------------------------------------------------
Note:  This form should not be sued to make a claim for an 
administrative expense arising after the commencement of the 
case.  A "request" for payment of an administrative expense may 
be filed pursuant to 11 U.S.C. Section 503.
----------------------------------------------------------------
Name of Creditor (The person or        [ ] Check box if you are 
other entity to whom the debtor            aware that anyone else
owes money or property):                   has filed a proof of
                                           claim relating to your
PENSION BENEFIT GUARANTY                   claim.  Attach copy
CORPORATION                                of statement giving
                                           particulars.
-------------------------------------
Name and address where notices
should be sent:                        [X] Check box if you have
                                           never received any
Pension Benefit Guaranty Corporation       notices from the 
Office of the General Counsel,              bankruptcy court in
Attn:  Xxxxx X. Xxxxx, Esq.                this case.
0000 X. Xxxxxx, X.X., Xxxxx 0000
Xxxxxxxxxx, X.X. 00000-0000            [ ] Check box if the 
                                           address differs from
                                           the address on the 
                                           envelope sent to you
                                           by the court.
Telephone number: 
     000-000-0000, ext. 3235
--------------------------------------------------------------------------------
Account or other number by which       Check here     [ ] replaces
creditor identifies debtor:            if this claim  [ ] amends a previously
                                                          filed claim, 
                                                          dated: _______________
--------------------------------------------------------------------------------
1.  Basis for Claim
    [ ] Goods sold                     [ ] Retiree benefits as defined in 
    [ ] Services performed                 11 U.S.C. Section 1114(a)
    [ ] Money loaned                   [ ] Wages, salaries, and compensation
    [ ] Personal injury/wrongful           (fill out below)
        death
    [ ] Taxes                              Your SS#: _____ ______ _______
    [X] Other                              Unpaid Compensation for services
             Statutory liability           performed
             under 29 U.S.C.               from ______________ to ______________
             Sections 1362, 1368                    (date)           (date)
             (see attached
             statement)

--------------------------------------------------------------------------------
2.  Date debt was incurred:             3.  If court judgment, date obtained:

    Arises from before the petition
    date through date of plan 
    termination
--------------------------------------------------------------------------------
4.  Total Amount of Claim at Time Case Filed:       $UNLIQUIDATED
                                                     ------------

    If all or part of your claim is secured or entitled to priority, also
    complete Item 5 or 6 below.

[X] Check this box if claim includes interest or other charges in addition to
    the principal amount of the claim.  Attach itemized statement of all
    interest or additional charges
--------------------------------------------------------------------------------
5.  Secured Claim.

[ ] Check this box if your claim is secured by collateral (including a right of
    setoff).

    Brief Description of Collateral:

    [ ] Real Estate      [ ] Motor Vehicle

        [ ] Other ___________________

    Value of Collateral:  $_____________________



Amount of arrearage and other charges at time case filed included in secured
claim, if any:  $______________________
--------------------------------------------------------------------------------
6.  Unsecured Priority Claim.

[X] Check this box if you have an unsecured priority claim

    Amount entitled to priority $  UNLIQUIDATED
                                   ------------
    Specify the priority of the claim:

[ ] Wages, salaries, or commissions (up to $4300), * earned within 90 days
    before filing of the bankruptcy petition or cessation of the debtor's 
    business, whichever is earlier -- 11 U.S.C. Section 507(a)(3).

[ ] Contributions to an employee benefit plan -- 11 U.S.C. Section 507(a)(4).

[ ] Up to $1,950* of deposits toward purchase, lease, or rental of property
    or services for personal, family, or household use -- 11 U.S.C. 
    Section 507(a)(6)

[ ] Alimony, maintenance, or support owed to a spouse, former spouse, or
    child -- 11 U.S.C. Section 507(a)(7).

[ ] Taxes or penalties owed to governmental units -- 11 U.S.C. 
    Section 507(a)(8).

[X] Other -- Specify applicable paragraph of 11 U.S.C. Section 507(a)
    (1), 503(b)(1)
    --------------

(see attached statement)
*  Amounts are subject to adjustment on 4/1/98 and every 3 years thereafter
with respect to cases commenced on or after the date of adjustment.
--------------------------------------------------------------------------------
7.  Credits:  The amount of all payments on this      THIS SPACE IS FOR
    claim has been credited and deducted for          COURT USE ONLY
    the purpose of making this proof of claim.

8.  Supporting Documents:  Attach copies of
    supporting documents, such as promissory
    notes, purchase orders, invoices,
    itemized statements of running accounts,
    contracts, court judgments, mortgages,
    security agreements, and evidence of
    perfection of lien.  DO NOT SEND
    ORIGINAL DOCUMENTS.  If the documents
    are not available, explain.  If the
    documents are voluminous, attach
    a summary.

9.  Date-Stamped Copy:  To receive an
    acknowledgment of the filing of your
    claim, enclose a stamped, 
    self-addressed envelope and copy
    of this proof of claim.
-------------------------------------------------
Date           Sign and print the name and title,
               if any, of the creditor or other
               person authorized to file this 
               claim (attach copy of power of
               attorney, if any):

               Xxxxxxx X. Xxxxxxxxx
               Assistant General Counsel
--------------------------------------------------------------------------------
Penalty for presenting fraudulent claim:  Fine of up to $500,000 or imprisonment
for up to 5 years, or both.  18 U.S.C. Sections 152 and 3571.
--------------------------------------------------------------------------------



Xxxxx X. Xxxxx (BJ-2184)
Pension Benefit Guaranty Corporation
Office of the General Counsel
0000 X Xxxxxx, XX, Xxxxx 0000
Xxxxxxxxxx, XX 00000-0000
(000) 000-0000, ext. 3235

UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

IN RE

XXXXXX CORPORATION,

Debtor

Chapter 11
Case No. 98 B 10107(CB)

                                           STATEMENT IN SUPPORT OF CLAIM

          The Pension Benefit  Guaranty  Corporation  ("PBGC") hereby sets forth
its claim against XXXXXX Corporation (hereinafter the "Debtor"), stating:

          1. PBGC is a wholly-owned United States Government corporation created
under  Title  IV  of  the  Employee  Retirement  income  Security  Act  of  1974
("ERISA.'),  29 U.S.C. xx.xx.  1301-1461 (1994 and Supp. II 1996), to administer
the mandatory pension plan termination insurance program established under Title
IV of ERISA.  The PBGC guarantees the payment of certain  pension  benefits upon
termination of a pension plan to which Title I\' applies.  See 29 U.S.C.  xx.xx.
1321, 1322.

          2. The XXXXXX  Corporation  Pension Plan (the  "Hourly  Plan") and the
XXXXXX  Corporation  Retirement  Plan (the  "Salaried  Plan)  (collectively  the
"Plans"),  are  tax-qualified,  single  employer,  defined benefit pension plans
covered by Title IV of ERISA. 29 U.S.C. ss. 1321.

         3. The Debtor is the  contributing  sponsor  of the  Plans,  within the
meaning of 29 U.S.C. ss. 1301(a)(13).

         4. A contributing  sponsor is a "designated  payor" under 29 U.S.C. ss.
1307(e)(1)(A),  and as such,  is liable for  premiums,  interest,  and penalties
imposed  by ERISA for plans  covered  by Title IV of  ERISA.  See 29 U.S.C.  ss.
1307(a), (b) and (e); 29 C.F.R. ss. 4007.12(a).

         5. This claim is made pursuant to 29 U.S.C.  ss. 1307(a),  (b) and (e),
for unpaid premiums, plus interest and penalties.

         6. This claim includes  unpaid  premiums that may become due during the
administration  of the  Debtor's  estate.  Such amounts are entitled to priority
under 11 U.S.C. xx.xx. 507(a)(1) and 503(b)(1)(A).

         7. The amount of this claim is unliquidated  at this time.  Pursuant to
29  U.S.C.  ss.  1307(a),  PBGC  premiums  are due  until a  plan's  assets  are
distributed pursuant to a termination procedure or, if earlier,  until a trustee
is appointed  pursuant to 29 U.S.C.  ss. 1342. Since neither event has occurred,
premiums  continue  to accrue  and the total  amount of  premiums  due cannot be
determined.  When the amount can be finally determined, the PBGC will amend this
claim as necessary.

         8. Any amount of the  premiums  due with  respect to the Plans which is
determined not to be entitled to priority is hereby filed as a general unsecured
claim.

         9. The PBGC  reserves the right to amend,  modify and  supplement  this
proof of claim  and/or to file  additional  proofs of claim.  The filing of this
proof  of claim is not  intended  to be and  shall  not be  construed  as (1) an
election of remedy or (2) a waiver or limitation of any rights of the PBGC,  the
Plans or any of its beneficiaries or participants.


XXXXXXX X. XXXXXXXXX
Assistant General Counsel

XXXXX X. XXXXX (BJ-2184)
Attorney

PENSION BENEFIT GUARANTY
CORPORATION
Office of the General Counsel
0000 X Xxxxxx, X.X.
Xxxxxxxxxx X.X. 00000-0000
(000) 000-0000, ext. 3235
Attorneys for Claimant


                                                                       EXHIBIT 5


FORM B10 (Official Form 10)(4/98)
--------------------------------------------------------------------------------
United States Bankruptcy Court   SOUTHERN District of NEW YORK    PROOF OF CLAIM
--------------------------------------------------------------------------------
Name of Debtor                         Case Number

XXXXXX CORPORATION                     98-10107 (CB)
----------------------------------------------------------------
Note:  This form should not be sued to make a claim for an 
administrative expense arising after the commencement of the 
case.  A "request" for payment of an administrative expense may 
be filed pursuant to 11 U.S.C. Section 503.
----------------------------------------------------------------
Name of Creditor (The person or        [ ] Check box if you are 
other entity to whom the debtor            aware that anyone else
owes money or property):                   has filed a proof of
                                           claim relating to your
PENSION BENEFIT GUARANTY                   claim.  Attach copy
CORPORATION                                of statement giving
                                           particulars.
-------------------------------------
Name and address where notices
should be sent:                        [X] Check box if you have
                                           never received any
Pension Benefit Guaranty Corporation       notices from the 
Office of the General Counsel,             bankruptcy court in
Attn:  Xxxxx X. Xxxxx, Esq.                this case.
0000 X. Xxxxxx, X.X., Xxxxx 0000
Xxxxxxxxxx, X.X. 00000-0000            [ ] Check box if the 
                                           address differs from
                                           the address on the 
                                           envelope sent to you
                                           by the court.
Telephone number: 
     000-000-0000, ext. 3235
--------------------------------------------------------------------------------
Account or other number by which       Check here     [ ] replaces
creditor identifies debtor:            if this claim  [ ] amends a previously
                                                          filed claim, 
                                                          dated: _______________
--------------------------------------------------------------------------------
1.  Basis for Claim
    [ ] Goods sold                     [ ] Retiree benefits as defined in
    [ ] Services performed                 11 U.S.C. Section 1114(a)
    [ ] Money loaned                   [ ] Wages, salaries, and compensation
    [ ] Personal injury/wrongful           (fill out below)
        death
    [ ] Taxes                              Your SS#: _____ ______ _______
    [X] Other                              Unpaid Compensation for services
             Statutory liability           performed
             under 29 U.S.C.               from ______________ to ______________
             Sections 1362, 1368                    (date)           (date)
             (see attached
             statement)

--------------------------------------------------------------------------------
2.  Date debt was incurred:             3.  If court judgment, date obtained:

    Arises from before the petition
    date through date of plan 
    termination
--------------------------------------------------------------------------------
4.  Total Amount of Claim at Time Case Filed:       $UNLIQUIDATED
                                                     ------------

    If all or part of your claim is secured or entitled to priority, also
    complete Item 5 or 6 below.

[ ] Check this box if claim includes interest or other charges in addition to
    the principal amount of the claim.  Attach itemized statement of all
    interest or additional charges
--------------------------------------------------------------------------------
5.  Secured Claim.

[ ] Check this box if your claim is secured by collateral (including a right of
    setoff).

    Brief Description of Collateral:

    [ ] Real Estate      [ ] Motor Vehicle

        [ ] Other ___________________

    Value of Collateral:  $_____________________



Amount of arrearage and other charges at time case filed included in secured
claim, if any:  $______________________
--------------------------------------------------------------------------------
6.  Unsecured Priority Claim.

[ ] Check this box if you have an unsecured priority claim

    Amount entitled to priority $  UNLIQUIDATED
                                   ------------
    Specify the priority of the claim:

[ ] Wages, salaries, or commissions (up to $4300), * earned within 90 days
    before filing of the bankruptcy petition or cessation of the debtor's 
    business, whichever is earlier -- 11 U.S.C. Section 507(a)(3).

[ ] Contributions to an employee benefit plan -- 11 U.S.C. Section 507(a)(4).

[ ] Up to $1,950* of deposits toward purchase, lease, or rental of property
    or services for personal, family, or household use -- 11 U.S.C. 
    Section 507(a)(6)

[ ] Alimony, maintenance, or support owed to a spouse, former spouse, or
    child -- 11 U.S.C. Section 507(a)(7).

[ ] Taxes or penalties owed to governmental units -- 11 U.S.C. 
    Section 507(a)(8).

[ ] Other -- Specify applicable paragraph of 11 U.S.C. Section 507(a)
    (1), 503(b)(1)
    --------------

(see attached statement)
*  Amounts are subject to adjustment on 4/1/98 and every 3 years thereafter
with respect to cases commenced on or after the date of adjustment.
--------------------------------------------------------------------------------
7.  Credits:  The amount of all payments on this      THIS SPACE IS FOR
    claim has been credited and deducted for          COURT USE ONLY
    the purpose of making this proof of claim.

8.  Supporting Documents:  Attach copies of
    supporting documents, such as promissory
    notes, purchase orders, invoices,
    itemized statements of running accounts,
    contracts, court judgments, mortgages,
    security agreements, and evidence of
    perfection of lien.  DO NOT SEND
    ORIGINAL DOCUMENTS.  If the documents
    are not available, explain.  If the
    documents are voluminous, attach
    a summary.

9.  Date-Stamped Copy:  To receive an
    acknowledgment of the filing of your
    claim, enclose a stamped, 
    self-addressed envelope and copy
    of this proof of claim.
-------------------------------------------------
Date           Sign and print the name and title,
               if any, of the creditor or other
               person authorized to file this 
               claim (attach copy of power of
               attorney, if any):

               Xxxxxxx X. Xxxxxxxxx
               Assistant General Counsel
--------------------------------------------------------------------------------
Penalty for presenting fraudulent claim:  Fine of up to $500,000 or imprisonment
for up to 5 years, or both.  18 U.S.C. Sections 152 and 3571.
--------------------------------------------------------------------------------



Xxxxx X. Xxxxx (BJ2184)
Pension Benefit Guaranty Corporation
Of Office the General Counsel
0000 X Xxxxxx, XX, Xxxxx 0000
Xxxxxxxxxx, XX 200054026
(202) 326-4020 ext. 3235

UNTIED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

IN RE
   XXXXXX CORPORATION,

Debtor.

Chapter 11
Case No. 98 B 10107(CB)

STATEMENT IN SUPPORT OF CLAIM

         The Pension Benefit Guaranty Corporation ("PBGC") hereby sets forth its
claim against Xxxxxx Corporation (hereinafter the "Debtor") stating:

         1. PBGC is a wholly-owned United States Government  corporation created
under Title IV of the Employee Retirement Income Security Act of 1974 ("ERISA"),
29 U.S.C.  ss. ss.  1301  -1461  (1994 and Supp.  II 1996),  to  administer  the
mandatory pension plan termination  insurance program established under Title IV
of ER ISA The PBGC  guarantees  the  payment of certain  pension  benefits  upon
termination of a pension plan to which Title IV applies.
See 29 U.S.C. ss.ss.1321, 1322.

         2. The XXXXXX  Corporation  Pension  Plan (the  "Hourly  Plan") and the
Xxxxxx  Corporation  Retirement  Plan (the "Salaried  Plan")  (collectively  the
"Plans") are  tax-qualified  single  employer,  defined  benefit  pension  plans
covered by Title IV of ERISA. 29 U.S.C. ss. 1321.

         3. The Debtor is the  contributing  sponsor  of the  Plans,  within the
meaning of 29 U.S.C. ss. 1301(a)(13).

         4. If an employer ceases  operations at a facility in any location and,
as a result more than 20 percent of the total number of active participants in a
pension plan are separated from  employment,  29 U.S.C. 5 1362(e)  provides that
the employer shall he treated as if it were "a substantial employer under a plan
to which more than ores employer  makes  contributions  and the provisions of 29
U.S.C. xx.xx. 1363, 1364, and 1365 shall apply."

         5. If an event which is described in 29 U. S.C. ss. 1362(o) occurs with
respect to a pension  plan,  29 U.S.C.  5 1363  provides,  inter  alia,  for the
imposition  of liability to the PBGC on the  employer  sponsoring  the plan That
liability  is  equal to an  allocable  share of the  total  underfunding  of the
pension  plan and may be returned to the  employer if the pension  plan does not
terminate during the next five years.

         6. By letter dated March 20, 1998, the Debtor reported to the PBGC that
an event  described in 29 U.S.C.  5 1362(e)  occurred in 1996 when it closed its
Thomson Company division.

         7. On information and belief one or more events  described in 29 U.S.C.
5 1362(o) may occur as a result of actions contemplated in the Debtor's proposed
First Amended Plan of Reorganization.

                8. As a result,  the  Debtor  may be liable to the PBGC under 29
U.S.C. ss. 1363.

            9. The PBGC is unable to determine  the amount of this claim at this
time.

         10. The PBGC reserves the right to amend,  modify and  supplement  this
proof of claim and/or to file additional proofs of claim for additional  claims.
The filing of this claim is not intended to be sad shall not be construed as (1)
en election of remedy or (2) a waiver or  limitation  of any rights of the PBGC,
the Plans or any of its  beneficiaries  or  participants  in addition,  the PBGC
reserves the right to  supplement  this claim with  additional  documents.  This
claim may be  subject  to a right of set off by PBGC as an agency of the  United
States  Government  and the United  States' right to withhold  subject to offset
amounts due from another Federal entity.


S XXXXXXX X. XXXXXXXXX
Assistant General Counsel

XXXXX X. XXXXX (BJ 2184)
Attorney

PENSION BENEFIT GUARANTY
CORPORATION
Office of the General Counsel
0000 X Xxxxxx, X.X.
Xxxxxxxxxx X.X. 00000-0000
(000) 000-0000, ext. 3235
Attorneys for Claimant