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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT - March, 14, 2003
(Date of Earliest Event Reported)
ARMSTRONG WORLD INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Commission File No. 1-2116
Pennsylvania 23-0366390
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(State of Incorporation) (I.R.S. Employer
Identification No.)
2500 Columbia Avenue, Lancaster, PA 17603
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(Address of principal Zip Code
executive offices)
Registrant's telephone number, including area code: (717) 397-0611
ARMSTRONG HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Commission File No. 333-32530
Pennsylvania 23-3033414
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(State of Incorporation) (I.R.S. Employer
Identification No.)
2500 Columbia Avenue, Lancaster, PA 17603
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(Address of principal Zip Code
executive offices)
Registrant's telephone number, including area code: (717) 397-0611
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ITEM 9. REGULATION FD DISCLOSURE.
As previously disclosed, on December 6, 2000, Armstrong World
Industries, Inc. ("AWI"), the major operating subsidiary of Armstrong Holdings,
Inc., filed a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the District of
Delaware (the "Court") in order to use the court-supervised reorganization
process to achieve a resolution of its asbestos personal injury liability. Also
filing under Chapter 11 were two of AWI's wholly-owned subsidiaries, Nitram
Liquidators, Inc. and Desseaux Corporation of North America, Inc. The Chapter 11
cases are being jointly administered under case number 00-4471 (RJN) (the
"Chapter 11 Proceeding").
On November 4, 2002, AWI filed its Plan of Reorganization (the
"Plan") with the Court.
On December 20, 2002, AWI filed its Disclosure Statement with respect
to the Plan (the "Disclosure Statement") with the Court.
On March 14, 2003, AWI filed its First Amended Plan of Reorganization
and First Amended Disclosure Statement with the Court. The amendments to the
Plan and the Disclosure Statement are the result of extensive negotiations among
the parties in interest in the Chapter 11 Proceeding, and reflect the compromise
of various claims and arguments such parties have asserted or could assert in
such proceeding. AWI is asking the Court to approve the First Amended Disclosure
Statement for circulation to its creditors and stockholder, to solicit votes on
whether to approve the First Amended Plan of Reorganization. A copy of the First
Amended Plan of Reorganization, the First Amended Disclosure Statement and a
copy of the press release issued by AWI are attached hereto as Exhibits 99.1,
99.2, and 99.3 respectively, and incorporated by reference herein.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ARMSTRONG WORLD INDUSTRIES, INC.
By: /s/ Walter T. Gangl
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Name: Walter T. Gangl
Title: Assistant Secretary
ARMSTRONG HOLDINGS, INC.
By: /s/ Walter T. Gangl
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Name: Walter T. Gangl
Title: Deputy General Counsel
and Assistant Secretary
Dated: March 14, 2003
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EXHIBIT INDEX
Exhibit No. Description
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99.1 First Amended Plan of Reorganization of Armstrong World
Industries, Inc. under Chapter 11 of the Bankruptcy Code, dated
March 14, 2003, as filed with the U.S. Bankruptcy Court for the
District of Delaware.
99.2 First Amended Disclosure Statement dated March 14, 2003 for the
First Amended Plan of Reorganization of Armstrong World
Industries, Inc., as filed with the U.S. Bankruptcy Court for the
District of Delaware.
99.3 Press Release of Armstrong World Industries, Inc., dated March
14, 2003.
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