IN RE MEADOWCRAFT, INC. (Bankr.N.D.Ala. 2003)

TAMARA O. MITCHELL, Chief Judge, Bankruptcy

THIS MATTER coming before the Court for hearing on the Motion for Order Approving Form of Notice and Solicitation Procedures with respect Debtor's Motion for Order (1) Approving First Amended and Restated Disclosure Statement, (2) Approving Form of Notice and Solicitation Procedures with Respect to Hearing on Confirmation of First Amended and Restated Plan, (3) Establishing a Hearing Date to Consider Confirmation of First Amended and Restated Plan, and (4) Granting Related Relief (the "Motion") filed by Meadowcraft, Inc. (the "Debtor"). Based upon the pleadings of record, it appearing that the relief requested in the Motion is in the best interest of the Debtor, its estate, creditors, and other parties in interest.) based upon the arguments and representations of counsel, all other matters brought before the Court, and for good cause shown, the Court hereby finds, determines and concludes that the Second Amended and Restated Disclosure Statement of Meadowcraft, Inc. Under Chapter 11 of the Bankruptcy Code (the "Disclosure Statement") filed by the Debtor on July 21, 2003 contains adequate information under 11 U.S.C. § 1125 and is due to be approved. The Court further finds, determines and concludes that the Motion is due to be granted. Accordingly,

IT IS HEREBY ORDERED, ADJUDGED and DECREED THAT:

1. The Disclosure Statement is APPROVED pursuant to 11 U.S.C. § 1125.

2. The Motion be and hereby is GRANTED.

3. A hearing shall be held before this Court at 2:00 p.m. on August 21, 2003, in Courtroom number 2, United States Bankruptcy Court for the Northern District of Alabama, Robert S. Vance Federal Building, 1800 Fifth Avenue North, Birmingham, Alabama 35203, or as soon thereafter as counsel can be heard (the "Confirmation Hearing"), to consider confirmation of the Debtor's Second Amended and Restated Plan of Reorganization Under Chapter 11 of the Bankruptcy Code dated July 21, 2003 (the "Plan").

4. The Confirmation Hearing may be adjourned from time to time without further notice to creditors and other parties-in-interest other than by an announcement of the adjourned date at the Confirmation Hearing.

5. Any objections to the confirmation of the Plan shall (a) be in writing, (b) comply with the Federal Rules of Bankruptcy Procedures and the Local Bankruptcy Rules of this Court, (c) set forth the names of the objector and the nature and amount of arty claim or interest alleged by such objector against the Debtor's estate or properties, (d) state with particularity the provisions of the Plan objected to and the legal and factual basis for such objection, and (e) be filed with the Clerk of the United States Bankruptcy Court for the Northern District of Alabama, Robert S. Vance Federal Building, 1800 Fifth Avenue North, Birmingham, Alabama 35203, with a copy thereof (along with all documents, exhibits and evidence in support thereof) served, by hand or by overnight delivery service, or such other manner, as will cause such objection to bereceived no later than 4:30 p.m. (Central Time), on August 19, 2003 (the "Confirmation Objection Deadline') by each of the following (the "Service List"): (i) Clerk of the Court, United States Bankruptcy Court, Robert S. Vance Federal Building, 1800 Fifth Avenue North, Birmingham, AL 35203: (ii) counsel to the Debtor, Bradley Arant Rose White LLP, One Federal Place, 1819 Fifth Avenue North, Birmingham, AL 35203, Attn: Sherri Freeman or Lloyd Peoples: (iii) counsel to LaSalle Business Credit, Inc., King Spalding, 191 Peachtree St., N.E., Atlanta, GA 30303, Attn: Sarah Borders or Brian Walsh; (iv) counsel to LaSalle Business Credit, Inc., Adams Reese, LLP, 2100 3rd Avenue North, Suite 1100, Birmingham, AL 35203, Attn: Richard Carmody (v) counsel to the Unsecured Creditors Committee, Roberts Grant, P.C., The Centrum, 3102 Oak Lawn Avenue, Suite 700, Dallas, TX 75219, Attn; Glover Roberts (vi) counsel to Bank of Amerca, N.A., Burr Forman LLP, 3100 SouthTrust Tower, 420 North 20th Street, Birmingham, AL 35203, Attn: Michael Hall or Heather Lee; (vii) counsel to Bank of America, N.A., Moore Van Allen, PLLC, NationsBank Corporate Center, 100 North Tryon St., 47th Floor, Charlotte, NC 28202-4003, Attn:: Ben Hawfield or Hillary Crabtree; and (viii) office of the Bankruptcy Administrator, United States Bankruptcy Court, Robert S. Vance Federal Building, 1800 5th Avenue North, Birmingham, AL 35203, Attn: J. Thomas Corbett. Any objection not filed and served as set forth above and on or before the Confirmation Objection Deadline may be deemed waived and may not be considered by this Court.

6. The Debtor is authorized and directed to transmit a solicitation package (a "Solicitation Package") on or before July 22, 2003, by first class, United States mail, to all known creditors of the Debtor, and to all other parties entitled to receive notice pursuant to Rules 2002(b) and 3017(d) of the Federal Rules of Bankruptcy Procedure and the Local Rules of this Court (including, without limitation, all persons who have filed requests with the Court to receive notices in this chapter 11 case). Solicitation Package shall consist of (a) a copy of the Plan; (b) a copy of the Disclosure Statement in the form approved by this Court; (c) a copy of this Order which shall constitute good and sufficient notice of the time for filing acceptances and rejections of the Plan and objections to confirmation of the Plan; (d) the Confirmation Hearing Notice (substantially in the form of Exhibit A); and (e) an appropriate ballot as provided for in this Order. Nothing in this Order shall prohibit the Debtor from transmitting correspondence supporting the Plan along with the Solicitation Package.

7. Notices given in compliance with this Order shall be deemed adequate and appropriate, as provided in Section 102(1) of the Bankruptcy Code, and in compliance with the Federal Rules of Bankruptcy Procedure, including Rule 3017.

8. Ballots accepting or rejecting the Plan must be received by 4:30 p.m. (Central Time) on August 19, 2003 (the "Voting Deadline"), at the following address:

Bradley Arant Rose White LLP One Federal Place 1819 Fifth Avenue North Birmingham, Alabama 35203 Attn: Sherri Freeman

Ballots received after the Voting Deadline will not be counted. Ballots transmitted by facsimile will not be accepted.

9. The Debtor is authorized and directed to enclose an appropriate form of ballot in the solicitation materials that are to be mailed to each holder of a claim who is eligible to vote on the Plan in accordance with Section 1126 of the Bankruptcy Code and Bankruptcy Rules 3017 and 3018. The date of this Court's Order approving the Disclosure Statement shall be the record date (the "Record Date") for purposes of determining those creditors and interest holders entitled to receive solicitation materials and to vote to accept or reject the Plan.

10. Ballots substantially in the form of those attached as Exhibit B to the Motion are hereby approved.

11. The voting procedures and instructions set forth in the ballots are hereby approved and the Debtor is authorized and directed to solicit votes to accept or reject the Plan in accordance therewith.

12. In connection with the tabulation of votes, (a) any votes received after the Voting Deadline will not be counted in determining whether the Plan has been accepted or rejected, (b) any ballots transmitted by facsimile will not be accepted, and (c) any ballot which is executed but does not indicate an acceptance or rejection of the Plan, is not executed or in which both the acceptance and rejection box is checked, will be considered null and void and will not be counted.

13. All votes cast will be irrevocable upon the Voting Deadline. Prior to the Voting Deadline, any holder of a claim who has delivered a valid ballot may withdraw its vote by delivering a written notice of withdrawal to counsel for the Debtor before the Voting Deadline. To be valid, the notice of withdrawal must (a) describe the claim or interest to which it relates, (h) be signed by the party who signed the ballot to be revoked, and (c) if the withdrawal occurs before the Voting Deadline, be received by counsel for the Debtor before the Voting Deadline.

14. Prior to the Voting Deadline, any holder of a claim or interest who has delivered a valid ballot may change its vote by delivering to counsel for the Debtor a properly completed subsequent ballot so as to be received before the Voting Deadline. In the case where more than one timely, properly completed ballot is received prior to the Voting Deadline, only the ballot that bears the latest date will be counted. After the Voting Deadline, a vote of the holder of a claim or interest may only be changed or withdrawn with the permission of this Court upon a showing of "cause" pursuant to Bankruptcy Rule 3018(a).

15. Debtor's attorney shall file with the Clerk on or before 2:00 p.m. on August 20, 2003, a Certificate of Acceptances or Rejections and serve same via facsimile on the Service list.

16. For purposes of voting on the Plan, with respect to all creditors, the amount of a claim used to tabulate acceptance or rejection of the Plan shall be either: (a) the claim amount listed in the Debtor's schedules of liabilities, provided that (i) such claim is not scheduled as contingent, unliquidated, undetermined or disputed and (ii) no proof of claim has been timely filed (or otherwise deemed timely filed by the Court under applicable law); (b) the liquidated amount specified in a timely-filed proof of claim (or otherwise deemed timely filed by the Court under applicable law) to the extent the proof of claim is not the subject of an objection (or, if such claim has been resolved pursuant to a stipulation or order entered by the Bankruptcy Court, the amount set forth in such stipulation or order; or (c) the amount temporarily allowed by the Court for voting purposes pursuant to Bankruptcy Rule 3018(a) after a motion is brought, notice is provided, and a hearing is held prior to the Voting Deadline.

17. A ballot cast by a creditor who has filed a proof of claim in an unliquidated, unknown, or unstated amount that is not the subject of an objection and for which there is no amount listed on the Debtor's schedule of liabilities will be counted for satisfying the numerosity requirement of Section 1126(c) of the Bankruptcy Code, but will not be counted toward satisfying the aggregate amount provisions of that section.

18. If a creditor has timely filed a proof of claim (or has otherwise had such proof of claim deemed timely filed by the Court under applicable law) and the creditor's claim is the subject of an objection to claim filed on or before fifteen (15) business days before the Voting Deadline, such creditor's ballot shall not be counted, unless temporarily allowed by the Court for voting purposes on or before fifteen business days, pursuant to Bankruptcy Rule 3018(a). Notwithstanding the above, if an objection to a claim has requested that such claim be reclassified and/or allowed in a fixed, reduced amount, such claim holder's ballot shall be counted to the extent of the requested amount and in the requested category set forth in such objection.

19. This Court retains jurisdiction with respect to all matters arising from or related to the implementation of this Order.

SO ORDERED.