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Avondale

Avondale Industries, Inc. is one of the largest shipbuilders in the United States, specializing in the design, construction, conversion, repair and modernization of various types of ocean-going vessels for the military and commercial markets. A majority of Avondale's contracts in recent years has been for the construction of US Navy surface ships, although it secured its largest ever commercial contract in 1997 for the construction of two 125,000 Dead Weight Tons ("DWT") crude oil carriers for the Jones Act Trade.

At December 31, 1997, Avondale's shipbuilding backlog was approximately $1.8 billion (including estimated contract escalation), exclusive of unexercised options aggregating approximately $1.1 billion held by the US Navy (including estimated contract escalation) and approximately $500 million held by a commercial customer for additional ship orders. The Company continues to depend on the US Navy's ship construction and conversion programs for about 80% of its marine construction and repair business.

In December 1996, an alliance led by Avondale was awarded a $641 million contract to construct the initial ship in the US Navy's LPD-17 program. In April 1997, the General Accounting Office denied a protest filed by the Ingalls Shipbuilding team and affirmed this contract award. The contract award provides for options exercisable by the U.S. Navy for two additional LPD vessels to be built by the alliance. Under the terms of an agreement between the alliance members, Avondale will build the vessel covered by the December 1996 contract and, if the US Navy exercises the two options, Avondale would also construct the second while Bath would construct the third of the three LPD-17 vessels. Raytheon is responsible for total ship integration.

Organized in 1938, Avondale first began building ocean-going ships in the 1950s. From 1959 to 1985, the Company operated as a subsidiary of Ogden Corporation, a diversified New York Stock Exchange listed company headquartered in New York, New York. Prior to the 1980s, Avondale built both military and commercial vessels, including the construction of 27 destroyer escorts for the US Navy. Among the U.S. Navy vessels built or under construction during the 1980s were sixteen T-AOs, five LSDs, four LSD-CVs, five AOJs (which constituted conversions of AOs previously built by Avondale), one T-AGS 45, fifteen LCACs, four MHCs and three SL 7 conversions. Also included in the current firm backlog for the military are contracts to construct six Sealift ships.

In the early 1980s, the Company was among the first of US shipyards to successfully implement modular construction techniques that had been previously perfected by Japanese shipbuilders.

The Company's corporate headquarters and main shipyard are located on the west bank of the Mississippi River at Avondale, Louisiana, approximately 15 miles from downtown New Orleans. That facility includes approximately 229 acres of Company-owned land with 174 buildings enclosing approximately 2.0 million square feet of space, approximately 41 acres of leased land, a 900-foot floating dry dock/launch platform that permits construction, conversion or repair of vessels up to approximately 1,000 feet in length, and a 650- foot floating dry dock principally used for ship repair and multiple building ways and side launching facilities. The main shipyard includes approximately 6,500 feet of wharves, 1,200 feet of launch ways and 2,900 feet of unimproved waterfront along the Mississippi River. The main shipyard is equipped to build almost any type of vessel other than nuclear submarines and surface vessels of the largest classes, such as ultra-large crude carriers.

The company also operates several other facilities in the vicinity of the main shipyard. The Westwego Yard is located five miles down-river from the main shipyard on 16.6 acres of land leased through July 1999 and includes facilities for the construction or repair of boats and vessels up to 450 feet in length. The Algiers Yard is located 19 miles down-river from the main shipyard on 22 acres of land leased through December 1999 and includes construction facilities used predominantly for the repair and overhaul of large ocean-going vessels. The Steel Sales operation is located on 4.4 acres of property leased on a month-to-month basis in Harvey, Louisiana, where a steel warehouse is located.

At December 31, 1997, Avondale had approximately 5,500 employees, many of whom have been employed by the company for many years. None of Avondale's employees is currently covered by any collective bargaining agreement.

On 22 January 1999 Newport News Shipbuilding and Avondale Industries notified the Department of Justice (DoJ) Antitrust Division of their proposed merger.

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