David Bergmann, 
“Interested Party”,
Not an Attorney, Retired TWA 
Seniority 680715, PRN 052611
THE David R. Bergmann Group
4200 Via Dolce, Ste. 227
Marina del Rey, Calif.  90292
(310) 822-2618 vox
(310) 822-1969 fax
email:
davidrbergmann@WealthAdvisoryGroup.com

Honorable Peter J. Walsh

In the United States Bankruptcy Court 
For the District of Delaware

In re:
In re, Trans World Airlines, Inc, et.al.,, Debtors,
		Debtor.	)
)
)
)
)
)
)
)	Case No.: No. 01-0056 (PJW)

Motion for Stay and Injunctive Relief Pending Adequate Review Time 	

		PLEASE TAKE NOTICE that the captioned interested party does, herewith, file the attached Motion for Stay and Injunctive Relief, pursuant to the March 23rd filed Notice of Motion by Trans World Airlines, Inc. for an Order Pursuant to Section 1114 of the Bankruptcy Code (A) Appointing Authorized Representatives of Retirees and (B) Modifying Retiree Benefits (the “Motion”) with the United States Bankruptcy Court for the District of Delaware, 824 Market Street, Wilmington, DE 19801 (the “Bankruptcy Court”).

		THIS MOTION SEEKS the Bankruptcy Court’s stay, or injunctive Relief, for reasonable cause, pending the granting of appropriate time to review the issues filed in the NOTICE OF MOTION on March 23, 2001, and to conduct a hearing relative to the debtors motion to/for the  (1) appointment of a putative retiree committee as authorized representatives of TWA’s Retired employees, and (2)(a) approval of an agreement concerning the consensual modification of the TWA’s retiree benefit plans or (b) in absence of an agreement, the unilateral modification of the TWA’s retiree benefit plans.

		PLEASE TAKE FURTHER NOTICE that this objection to the Motion, and 

the request for a stay, or injunctive relief, pending the granting of 

appropriate time to review the issues filed in the NOTICE OF MOTION on March 

23, 2001 is hereby put in writing and is to be filed (sent) with the 

Bankruptcy Court, THE Honorable Peter J. Walsh, Chief United States 

Bankruptcy Judge, Courtroom 2, Bankruptcy Court for the District of Delaware, 

824 North Market Street, Wilmington, Delaware 19801 - filed/Sent March 31st 

via overnight certified mail 7099 3220 0000 2319 3174.   This objection to 

the Motion, and request for stay, and injunctive relief, is also being sent 

March 31st via overnight certified mail, to counsel of the Debtors KIRKLAND & 

ELLIS, 7099 3220 0000 2319 3013, and PACHULSKI, STANG, ZIEHL, YOUNG, & JONES, 

P.C., 7000 0600 0024 6123 9435.

		

PLEASE TAKE FURTHER NOTICE that this objection, timely filed and 

served, hereby, respectfully, requests a stay in the order for a hearing on 

April 6th so that the court will be given the opportunity to grant the 

interested parties, debtors, adequate and appropriate time to assess the 

negative and irreversible impact that such a short time for review and 

potential for unilateral court action, without objections being filed, could 

have on the RETIREES OF TWA with respect to the motions requested in THE 

NOTICE OF MOTION.

Dated this 30th day of March, 2001

	THE David R. Bergmann
Group
4200 Via Dolce, Ste. 227
Marina del Rey, Calif.  90292
(310) 822-2618 vox
(310) 822-1969 fax
email:
davidrbergmann@
WealthAdvisoryGroup.com

David R. Bergmann, Interested Party,
Not an Attorney, Retired TWA 
Seniority 680715, PRN 052611

David Bergmann, 
“Interested Party”,
Not an Attorney, Retired TWA 
Seniority 680715, PRN 052611
THE David R. Bergmann Group
4200 Via Dolce, Ste. 227
Marina del Rey, Calif.  90292
(310) 822-2618 vox
(310) 822-1969 fax
email:
davidrbergmann@WealthAdvisoryGroup.com

Honorable Peter J. Walsh

In the United States Bankruptcy Court 
For the District of Delaware

In re:
In re, Trans World Airlines, Inc, et.al.,, Debtors,
		Debtor.	)
)
)
)
)
)
)
)	Case No.: No. 01-0056 (PJW)

Motion for Stay and Injunctive Relief Pending Adequate Review Time 	

MOTION TO DENY SHORTEN OF TIME, AND
TO DENY APPROVAL FORM OF NOTICE

		The interested parties to this Case No. 01-0056 (PJW) do herewith 

Object to the form of notice and the shortening of time to object or respond 

to the “Motion of Trans World Airlines, Inc. for an Order Pursuant to Section

1114 of the Bankruptcy Code (A) Appointing Authorized Representatives of 

Retirees and (B) Modifying Retiree Benefits” (the “Motion”) as set forth.   

		The undersigned wishes the court to know that the specific 

“Motion” was not received by him, nor by many retirees with whom he has

spoken, until Friday afternoon, March 30th.    That is hardly sufficient time 

to review nor comprehend the long term and potential devastating impact that 

a unilateral “Modification of Retiree Benefits” could have on retirees, in 

particular those that are currently ill, hospitalized, or otherwise drawing 

health care benefits for serious or potentially life threatening ailments 

that they are currently under physician’s care for.     

WHEREFORE, In the absence of any clear information as to the 

intentions of the parties with respect to any unilateral modification, and 

without the benefit of an appropriate and adequate time to address the issues 

of any modification and the opportunity to review same with those 

professionals who might aid the retirees in analyzing and representing their 

interests, THE RETIREES COULD BE IRREPARABLY BE HARMED, perhaps, even to the 

extent of life threatening ramifications and do herewith, respectfully, 

request a stay of the “MOTION” affording the retirees a reasonable review 

period to assess the impact on its retiree population.

					Dated this 30th day of     
  March, 2001
									_____________________
									THE David R. Bergmann
Group
4200 Via Dolce,
Ste. 227
Marina del Rey, Calif.
90292
Stay is SO ORDERED
This ______ day of____________, 2001

___________________________________
THE Honorable Peter J. Walsh
Chief United States Bankruptcy Judge

David Bergmann, 
“Interested Party”,
Not an Attorney, Retired TWA 
Seniority 680715, PRN 052611
THE David R. Bergmann Group
4200 Via Dolce, Ste. 227
Marina del Rey, Calif.  90292
(310) 822-2618 vox
(310) 822-1969 fax
email:
davidrbergmann@WealthAdvisoryGroup.com

Honorable Peter J. Walsh

In the United States Bankruptcy Court 
For the District of Delaware

In re:
In re, Trans World Airlines, Inc, et.al.,, Debtors,
		Debtor.	)
)
)
)
)
)
)
)	Case No.: No. 01-0056 (PJW)

Motion for Stay and Injunctive Relief Pending Adequate Review Time 	

REQUEST FOR DENIAL OF MOTION OF TRANS WORLD AIRLINES, INC.
FOR AN ORDER PURSUANT TO SECTION 1114 OF THE BANKRUPTCY
CODE (A) APPOINTING AUTHORIZED REPRESENTATIVES OF 
RETIREES AND (B) MODIFYING RETIREE BENEFITS

		The undersigned, herewith, respectfully, requests that the court 

deny the requests of their filing pending an adequate and appropriate time to

review and assess the impact of modifying retiree benefits and the debtor’s 

selection of, and representation with respect to, the appointing of court

“Authorized Representatives.”

BACKGROUND

1.	Shortly, before the commencement of these Chapter 11 cases, 

the Debtors and American Airlines, Inc. or its designee (“American”) entered 

into an Asset Purchase Agreement dated January 9, 2001, as amended on 

February 28 and March 9, 2001 (as amended, the “Asset Purchase Agreement”), 

that provides, inter alia, for American’s purchase of all or substantially 

all of the Debtor’s assets (subject to higher and better offers pursuant to 

court approved bidding procedures), the assumption of a significant portion 

of the  Debtors’ obligations (including, without, limitation, certain retiree 

medical benefit obligations), and the hiring of the vast majority of the 

Debtors’ 20,000 employees.   

2.	American Airlines employs a very large human resources 

Department, and has countless analysts at its disposal to review and prepare

financial statements, many, if not all, of which are prepared in accordance 

with the same Financial Accounting Standard (“FAS”) No. 106

3.	Actuarial analyses such as that performed by American as part

of its due diligence after the original execution of the Asset Purchase 

Agreement, it has been proffered to the Court, suggests (sic) that the total 

Liability owed by TWA to the Retirees is, or will ultimately prove to be, 

higher, however, that has yet to be third party substantiated to the Court.

Actuarial assumptions are just that, and to suggest that TWA filed erroneous 

and misleading financial statements flies in the face of common sense.   This

would appear to be, without further investigation, a guise to discard or 

radically revise benefits without presentation of reasonable facts and 

prudent assumptions.

4.	Pursuant to the Asset Purchase Agreement, American has

“stated” it will assume at closing, approximately $509 million of accrued and 

projected liabilities associated with the TWA Retiree Benefit Plans which 

American would to define as the “Assumed Retiree Liability”.   American has

Further stated that it will “provide substantially similar retiree benefits 

as under the TWA Retiree Benefit plans (with the exception of the Post 65 

Retirees) and may modify benefits to assure that the cost of such benefits

does not in fact exceed the ‘Assumed Retiree Liability’.”    As the court may

well be aware of, “substantially similar” and “comparable to” are rather 

vague and ambiguous terms and can have quite varied “applications” to the 

design of and benefit from insurance policies.   The ability to “manage the

costs” of a policy can be quite devastating with respect to co-deductibles,

stop losses, and lifetime benefit caps for someone currently under medical 

care or otherwise suffering with a life threatening ailment.    It would be

prejudicial and unfair for move too rapidly on such a matter without the 

benefit of an appropriate and adequate timeframe to analyze, compromise, and 

design reasonable alternatives before a unilateral modification. 

5.	Many reviews and analyses of this proposed transaction have 

been conducted before legislative bodies, including the House of 

Representatives Transportation Committee, the Senate’s Transportation and 

Commerce Committee, the House of Representatives Judicial Committee and the 

like.    Many statements and promises were made, under oath, before those

“Committees” with respect to the “continuation of benefits and jobs”.   Many

of those might not have gone so well, considering the federal dialogue 

against anti-competitive issues of the airline industries “roll-ups” and 

acquisitions if the “human factor” was not so ever present on the minds of 

those who conducted those hearings.    The drafters of the “Motion” before 

you wish to represent to the Court that it is a “modify or liquefy” 

proposition that we are presented with here.   It would be, respectfully,

argued here, that there is not enough information presented or analyzed to

make an immediate “Motion” to modify.   Adequate and appropriate time to 

address the issues before a granting of the “Motion” should be afforded the 

interested parties as they might very well suffer irreparable harm or, 

perhaps, life-threatening possibilities if an “Order to Modify” were granted.

6.	The filers of the “Motion” are telling the Court that,

“in light of limited union participation” with respect to seeking “Authorized 

Representatives” pursuant to Section 1114 that they have contacted “TARPA”, 

the Clipped Wings Club, the Silver Wings Club, and the TWA Seniors Club.  

They have informed the Court that representatives from the groups have agreed 

to serve as authorized representatives for purposes of Section 1114.   While

the groups do represent a good cross-section of various “employee groups” 

their “membership numbers” belie their “representative” status.   For 

example, out of approximately 20,000 retirees only around 3,500 belong to

the TWA Seniors Club.   That being said, this does seem to be a good cross-

section of employee representation, however, not much time has been afforded

these laypersons the opportunity to understand the facts, come up to speed on

“benefit” packages and alternatives, nor to address the issue of their 

constituent’s benefit plan termination and the alleged “highly coordinated”

and “minimum disruption” transfer into American Retiree Benefit Plans.   

Even a trained benefit’s professional, without the benefit of appropriate and 

adequate time to review and assess the alternatives, would be wow to make 

comments upon nor suggestions to plan terminates or integration without 

reasonable time to make some professional judgment calls.   How can the Court

expect these laypersons to come up to speed on the matters presented in this 

“Motion” without the benefit of a hearing on the issues proposed in the 

“Motion” after appropriate and adequate time to review the facts and 

understand the consequences?    It is respectfully requested that a stay be 

granted before a hearing or modification to benefits is authorized so as to 

afford the parties and opportunity to confer with counsel, Traub, 

Bonacquist, and Fox, AND to retain a benefits specialist.

REQUEST TO DENY REQUESTED RELIEF

7.	The filer’s of the “Motion” have indicated the “such an 

Appointment” (of the Representative Committee) “will also validate TWA’s 

transmittals of information and good faith negotiations that have occurred 

prior to the hearing on this “Motion’”.    They go on to request that the 

Court “approve an agreement, between TWA and the putative committee and 

pursuant to Section 1114(c)(1)(B), concerning the consensual termination of 

the TWA Retiree Benefit Plans and the transfer of the TWA Retirees to the 

American Retiree Benefit Plans, or in the event that no agreement is reached, 

that the Court order the unilateral termination of the TWA Retiree Benefit 

Plans and the transfer of the TWA Retirees to the American Retiree Benefit 

Plans.”    It would be respectfully submitted to the Court that the 

transmittals to date and discussions between the “representative authorities”

and their retained counsel have been insufficient, inadequate, and 

inappropriate in time to review and analyze for these laypersons to make 

meaningful decisions on the information and process presented to them.   It 

would be respectfully requested that adequate and appropriate time be granted

to these parties for them to confer with counsel, hire a benefits specialist, 

and prepare for a hearing on the “Motion”.    It would be represented to this

Court that these laypersons, for the most part, most likely, do not have the 

requisite skills to analyze and, then, make informed decisions without 

benefit of third party consultation.   THESE individuals, in whole, DO NOT 

HAVE significant experience in representing the concerns of Retirees and 

acting as liaisons with TWA with respect to benefit plans and administration.

		WHEREFORE, it is respectfully requested that this Court enter and 

order, substantially in the form attached hereto:

(a)	appointing the members of the putative retiree committee as set forth reserving the right for the committee to add not more than 
two additional “employee representatives” before the hearing requested in this stay and injunction which respectfully request that the Court grant this committee reasonable and adequate time 
to review and prepare for a hearing

(b)	ordering a hearing on these matters to be conducted after a 
reasonable and adequate opportunity for the putative retiree committee to confer with counsel and a benefits specialist.

(c)	granting such further relief as this Court deems equitable and   
          just.

DATED:    March ___, 2001
	    Wilmington, Delaware

				Most respectfully,

   				____________________________________
				David R. Bergmann CFP, EA, CLU, ChFC
				Past President SoCal Seniors
				TWA PRN 52611  Seniority  680715
				4200 Via Dolce, Suite 227
				Marina del Rey, California  90292
				(310) 822 – 2618 vox  (310) 822 –1969 fax