IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE IN RE: ACandS, Inc.

Armstrong World Industries, Inc. Combustion Engineering, Inc. Owens Corning US Mineral Products Company USG Corp. Debtors. IN THE UNITED STATES BANKRUPTCY COURT FOR THE WESTERN DISTRICT OF PENNSYLVANIA IN RE: Mid-Valley, Inc. Debtors. Case No.: 03-35592 Case No.: 02-12687 Case No.: 00-4471 Case No.: 03-10495 Case No.: 00-3837 Case No.: 01-2471 Case No.: 01-2094

OBJECTION OF KAZAN, MCCLAIN, LYONS, GREENWOOD & HARLEY, WATERS & KRAUS LLP, STANLEY, MANDEL & IOLA, L.L.P., SIMMONS BROWDER GIANARIS ANGELIDES & BARNERD LLC, BERGMAN, DRAPER & FROCKT, GORI JULIAN, & ASSOCIATES, P.C., EARLY, LUCARELLI, SWEENEY & STRAUSS, COONEY & CONWAY, GEORGE & SIPES LLP, LIPSITZ & PONTERIO, LLC, BIFFERATO LLC, AND MONTGOMERY, MCCRACKEN, WALKER & RHOADS, LLP, TO GARLOCKS MOTIONS TO REOPEN BANKRUPTCY CASES FOR THE PURPOSE OF SEEKING ACCESS TO 2019 STATEMENTS Kazan, McClain, Lyons, Greenwood & Harley, Waters & Kraus LLP, Stanley, Mandel & Iola, L.L.P., Simmons Browder Gianaris Angelides & Barnerd LLC, Bergman, Draper & Frockt, Gori Julian & Associates, P.C., Early, Lucarelli, Sweeney & Strauss, Cooney & Conway, George & Sipes LLP, Lipsitz & Ponterio, LLC, Bifferato LLC, and Montgomery, McCracken, Walker & Rhoads, LLP, on their own behalf and on behalf of their respective predecessors (Certain Law Firm Objectors) file this Objection to Garlocks Motions to Reopen Chapter 11 Bankruptcy

cases for the Purpose of Seeking Access to 2019 Statements (the Objections), and respectfully state the following: I. PROCEDURAL HISTORY 1. On January 10, 2011, Garlock filed a motion with the Court, seeking to gain access to 2019 Statements, documents which this Court required be filed in a manner that specifically restricted their availability to the public. These restrictions were imposed after due consideration by the Court for the purpose of providing protection to the personal information of clients of law firms appearing in the case (the Law Firms) whose future status and involvement in the respective case was unclear at the time of the filing of the 2019 Statements. 2. The Certain Law Firm Objectors, referenced above, filed Objections to this motion on January 28, 2011. The arguments made in these Objections are incorporated herein by reference. 3. Oral argument was heard on the motion by the Court on February 14, 2011. At that time, the Court advised Garlock that its attempts to intervene in both the closed and open cases were procedurally defective. See 2/14/2011 Hrg. Tr. At 18:1 18.8. 4. Garlock has now filed motions to reopen the closed Chapter 11 cases and to intervene in the open Chapter 11 cases. However, whether it has met all of its procedural requirements in the former motion is an issue that still must be resolved. See Trustees Objections to Motions to Reopen, filed March 8, 2011. 5. A further hearing on these motions will be held on March 28, 2011. II. ARGUMENT: THE COURT SHOULD USE ITS BROAD DISCRETION TO DENY THE MOTION TO REOPEN THE CLOSED CASES

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1. Garlocks motions should be denied for the reasons stated herein and for the reasons raised in our earlier objections. Garlock comes forward without a sufficient justification for its extraordinary request to re-open closed cases, and instead argues that the Court has erred in requiring it to follow a correct procedural path. See Garlocks Motion to Reopen Chapter 11 cases at pp. 4 10. Garlock also argues, relying on cases that are not on point here, that the Court has broad discretion to reopen these cases. See Garlocks Motion to Reopen Chapter 11 cases at pp. 10 12. However, the Court also has broad discretion to deny the motion and refuse to open the cases for the stated purpose of accessing documents which the Court has, for specific, valid and important reasons, limited the publics ability to reach. 2. Garlock cites 11 U.S.C. 350(b) as providing the authority for the Court to open the closed cases to administer assets, to accord relief to the debtor or for other cause. Garlocks reliance on In re Zinchiak, 406 F.3d 214 (3d Cir. 2005) and In re North Bay General Hospital, 404 B.R. 429, 436 (Bankr. S.D. Tex. 2009) to support its argument that the instant case provides the requisite other cause is misplaced. 3. First, the phrase, for other cause is not all inclusive, but must be interpreted in a way that is consistent with the canon of statutory construction, ejusdem generis. This canon provides that where general words follow specific words in a statutory enumeration, the general words are construed to embrace only objects similar in nature to those objects enumerated by the preceding specific words. Official Committee of Unsecured Creditors of Cybergenics Corp. ex rel. Cybergenics Corp. v. Chinery 330 F.3d 548, 562 -563 (3d. Cir 2003), citing Circuit City Stores, Inc. v. Adams, 532 U.S. 105, 114-15, 121 S.Ct. 1302, 149 L.Ed.2d 234 (2001) (quoting 2A N. Singer, Sutherland on Statutes and

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Statutory Construction *563 47.17 (1991)). As the first two bases for reopening a closed case are quite narrow and directly related to the administration of the estate itself, the catch-all provision is necessarily similarly limited. 4. In Zinchiak, the Third Circuit affirmed the bankruptcy courts decision to open a closed case based on the bankruptcy judges determination that cause existed to do so. 406 F. 3d at 223 (The record contains sufficient grounds to support the Bankruptcy Courts decision to reopen for cause.) The cause in Zinchiak related to two issues that were vital to the procedure and the disposition of the case: the validity and effect of the Bankruptcy Court's step-by-step lifting of the automatic stay, as well as the possibility that reopening the case could generate additional assets for the benefit of unsecured creditors of the Debtor's estate. Id. at 224 (It is well-recognized that a bankruptcy proceeding may be reopened to administer estate assets and to determine whether additional assets may be available for creditors of the estate.). In contrast, Garlocks stated reasons for seeking to re-open closed cases have no bearing on either the interpretation of the Courts orders or the rights of the debtors, the creditors, or the value of the estates in those cases. Further, the relationship between Garlocks rights as a debtor in its own bankruptcy and the exhibits attached to the 2019 Statements is too attenuated to support its extraordinary request to reopen these closed Chapter 11 cases. 5. In re North Bay General Hospital, 404 B.R. 429, 436 (Bankr. S.D. Tex. 2009) similarly does not support Garlocks request to open these cases for the purpose of gaining access to protected records. In North Bay, a plaintiff in an adversary proceeding sought to unseal a settlement agreement in a prior, unrelated bankruptcy case. Id. at 432. The agreement resolved a fee dispute between lawyers for the various committees involved

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and was memorialized in an Agreed Order approved by the Court and sealed, for no stated reason, but simply at the request of the parties. Id. The Court maintained jurisdiction specifically over the Agreed Order. Id. Plaintiff alleged in the adversary proceeding that one of the law firm parties to the agreement had engaged in a pattern of wrongdoing relating to their retention. Id. at 433. Because the Court found that it had expressly provided that it would retain jurisdiction over the Agreed Order, and the relationship between the settlement agreement and the adversary proceeding was clear, the Court reopened the case for the purpose of determining whether to unseal the Agreed Order. 6. North Bay is distinguishable from the case at bar for several reasons. First, in North Bay, at the time of the sealing of the pleading, the parties had made no showing that the pleadings were entitled to protection Id. at 431. In the instant case, this Courts order, requiring the production of identifying information in a format intended to protect the confidentiality of the filing firms clients, was made for the specific purpose of providing a heightened protection to clients who might or might not be future claimants. Further, the court did not retain jurisdiction over the 2019 Statements in these cases. See 2/14/2011 Hrg. Tr. At 17:7 17.8. (I have not kept jurisdiction over a Rule 2019 motion in a closed case.) In addition, the motion to unseal pleadings in North Bay was directed at one discrete pleading. Here, Garlock seeks access to every 2019 Statement filed by every law firm listing every client appearing on the protected exhibit, whether Garlock has a relationship with that claimant or not. North Bay does not support Garlocks position here.

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7. Garlock has not presented a cause within the meaning of 350(b) that justifies reopening of these closed Chapter 11 cases. None of the cases cited by Garlock have remotely similar facts to the case at bar and no cases with such facts have been found. Instead, cases discussing the propriety of reopening a case are uniformly and exclusively concerned with an issue related to the proper administration of the estate in the closed case, and not, as here, with some remote and speculative connection with a distinct and unrelated bankruptcy. See, e.g., In re Arboleda, 224 B.R. 640 (Bankr. N.D. Ill. 1998) (Determination as to whether appropriate circumstances exist to reopen bankruptcy case and undo technical abandonment of estate property include the following: (1) whether denial of motion would result in injustice to creditors, (2) whether trustee was initially afforded ability to make informed decision with respect to administering asset, (3) whether debtor substantially improved abandoned property, (4) whether failure to properly administer property was trustee's fault, and (5) whether significant time has passed since trustee abandoned property.); Matter of Firstmark Corp., 132 F.3d 1179, Bankr. L. Rep. (CCH) 77593 (7th Cir. 1997) (Refusal to reopen Chapter 11 cases on ground that counsel and accounting firm representing creditors committee should have taken action against accounting firm that previously represented debtor was proper where creditors never raised matter in objecting to each of counsel's fee applications, committee's accounting firm participated in investigation and analysis of potential claims against other firm, counsel considered attorney/accountant's offer to continue investigation and discussed it with committee chairman, and attorney/accountant's senior partner refused to undertake proposed investigation on contingent fee basis.). Garlocks desire to review the records of clients of the Law Firm Objectors will further none of the

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goals of the underlying bankruptcies or any of the parties whose rights were litigated therein1. Accordingly, good cause does not exist to justify the reopening of the Closed Cases for the purpose of determining whether Garlock should be provided access to properly protected records. III. JOINDER To the extent appropriate, the Certain Law Firm Objectors hereby join in the arguments advanced by any other party in opposition to the Motion to Reopen and incorporate those arguments, by reference, as if fully set forth herein.

Indeed, as recognized in its Order in Pittsburgh Corning when presented with this issue a little over a year ago, any justification based on any alleged misrepresentation must be justified in an individual case on individual facts.

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IV. CONCLUSION AND PRAYER FOR RELIEF WHEREFORE, for the foregoing reasons, the Certain Law Firm Objectors respectfully urge this Court to deny the Motions for Permission to Reopen and the Access Motion and order the Debtors to maintain the confidentiality of the Rule 2019 Statements, and grant such other and further relief as to which the Certain Law Firm Objectors may be entitled.

Dated: March 11, 2011

/s/ Natalie D. Ramsey Natalie D. Ramsey (DE 5378) /s/ Laurie A. Krepto Laurie A. Krepto (DE 4109) MONTGOMERY, MCCRACKEN, WALKER & RHOADS, LLP 1105 North Market Street, Suite 1500 Wilmington, DE 19801 Telephone: (302-504-7830) Facsimile: (302-504-7820)

/s/ Natalie D. Ramsey Natalie D. Ramsey (PA 41412) /s/ Laurie A. Krepto Laurie A. Krepto (PA 76313) /s/ Ellen C. Brotman Ellen C. Brotman (PA 71775) MONTGOMERY, MCCRACKEN, WALKER & RHOADS, LLP 123 S. Broad Street Philadelphia, PA 19109 Telephone: (215-772-1500) Facsimile: (215-772-7620) Counsel to the above-named firms

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