Armstrong Appoints Special Committee of the Board

Lancaster, PA, October 2, 2006--As announced today by Armstrong World Industries, pursuant to it's "Fourth Amended Plan of Reorganization, as Modified, ownership of AWI by Armstrong Holdings ended upon AWI's emergence from Chapter 11. All AWI stock owned by AHI has been cancelled. On August 23, AHI announced that it has a pending claim in AWI's Chapter 11 case. The AHI Claim relates to intercompany charges and credits between the companies. If and to the extent the AHI Claim or any part of it is allowed in AWI's Chapter 11 case, AHI would recover on such claim on the same basis as other creditors of AWI will recover under the AWI Plan. On August 23, AHI also announced that the Armstrong group of companies, including AHI and AWI, may be entitled to receive a tax refund based upon a carry back of a portion of the group's tax losses to prior years, which may include a substantial ordinary income loss by AHI as a result of cancellation of AHI's ownership in AWI. A study is underway to determine the amount of that loss. Depending on the size of the loss, AHI may also be entitled to additional benefits from carrying forward any balance of its tax loss and the use of its tax loss to recover estimated taxes paid by the Armstrong group of companies in 2006. The Armstrong group's tax losses may be utilized in different ways, which may benefit AHI and AWI differently, and AHI's and AWI's respective preferences for utilization of the group's tax losses may conflict. In order to address these issues with AWI, at a meeting on September 16, the Board of Directors of AHI appointed a special committee of the Board. The committee will determine how AHI should deal with the AHI Claim and AHI's interest in utilizing the Armstrong group's tax losses, as well as any other issues that may arise between AHI and AWI. The committee intends to pursue a joint resolution of these issues with AWI. The special committee is comprised of AHI Board members Jerre Stead and Edward Sellers. Neither of these directors is a current or prospective director or officer of AWI. The special committee appointed the law firm of McDermott, Will & Emery to advise them in connection with these matters. In addition, on October 2, Judith Haberkorn, Ruth Owades, Jesse Arnelle, James Marley and John Roberts resigned from the AHI Board. Messrs. Stead, Sellers and Michael D. Lockhart, as Chairman, remain as Directors.


Related Topics:Armstrong Flooring