UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

) ) ) ) )
)

In re ELECTROGLAS, INC., et al., 1 Debtors.

Chapter 11 Case No. 09-

L_)

(Joint Administration Pending)

MOTION OF THE DEBTORS FOR INTERIM AND FINAL ORDERS: (I) PROHIBITING UTILITIES FROM INTERRUPTING SERVICE AND (II) DETERMINING THAT THE DEBTORS PROVIDED ADEQUATE ASSURANCE OF PAYMENT The above-captioned debtors and debtors-in-possession (the "Debtors") hereby respectfully move the Bankruptcy Court (the "Motion") for the entry of interim and final orders (separately, the "Interim Order" and the "Final Order", collectively, the "Orders") 2 pursuant to sections I OS( a) and 366 of title 11 of the United States Code (as awarded, the "Bankruptcy Code"): (a) prohibiting utility service providers from altering, refusing or discontinuing services to, or discriminating against, the Debtors on account of prepetition invoices; and (b) determining that the Debtors' proposed adequate assurance, as described in this Motion, provides utility service providers with adequate assurance of payment for postpetition utility services within the meaning of section 366 of the Bankruptcy Code. In support of the Motion, the Debtors respectfully represent as follows:

The Debtors are Electroglas, Inc. (EIN 77-0336101) and Electroglas International, Inc. (EIN 77-0345011). The proposed forms of Order are attached to this Motion as Exhibit A and Exhibit B, respectively.

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Jurisdiction, Venue & Statutory Predicate

1. The Bankruptcy Court has jurisdiction over this matter pursuant to 28 U.S.C.

1334(b). Venue is proper pursuant to 28 U.S.C. 1408 and 1409. This matter is a core proceeding within the meaning of28 U.S.C. 157(b)(2). 2. The statutory predicates for the relief requested in this Motion are sections 105(a)

and 366 of the Bankruptcy Code.

Background
3. On the date hereof (the "Petition Date"), the Debtors each filed a voluntary

petition for relief under Chapter 11 ofthe Bankruptcy Code. The Debtors continue to operate their businesses and manage their properties as debtors-in-possession pursuant to sections 1107(a) and 1108 ofthe Bankruptcy Code. 4. No creditors' committee has yet been appointed in these cases. No trustee or

examiner has been appointed. 5. The Debtors supply semiconductor manufacturing test equipment and software to

the global semiconductor industry, and have been in the semiconductor equipment business for more than 40 years. The Debtors' installed customer base is one of the largest in the industry, as the Debtors have sold to date more than 16,500 units of one of their core products, the "wafer prober" (and its related operating system). The Debtors' other major source of revenue comes from their business of designing, manufacturing, selling and supporting motion control systems for advanced technologies. 6. A full description of the Debtors' business operations, corporate structures, capital

structures, and reasons for commencing these cases is set forth in full detail in the Affidavit of Thomas Brunton in Support of Chapter 11 Petitions and First Day Relief, which was filed

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contemporaneously herewith and which is respectfully incorporated in this Motion by reference. Additional facts in support of the specific relief sought in this Motion are set forth below. The Utility Companies and Services Provided 7. In connection with the operation of their businesses, the Debtors use electricity,

water, telephone and similar services (collectively, the "Utility Services") from a number of different utility companies (individually, a "Utility Company," collectively, the "Utility Companies"). A list identifying all or substantially all of the Utility Companies providing services to the Debtors is attached to this Motion as Exhibit C (the "Utilities List"). 3 8. Ordinarily, upon receipt of a monthly invoice, the Debtors pay each of the Utility

Companies: (a) directly for the Utility Services provided during the immediately preceding month; or (b) indirectly, to the extent that the Utility Services are a component of common area charges that Debtors pay to one or more landlords, or to the extent such changes are paid via a pass through from the landlord of Debtors' rental payments. To the best ofthe Debtors' knowledge, the Debtors are current with respect to all of their undisputed invoices for Utility Services, except where the commencement of these chapter 11 cases may have interrupted some of these payments. Before the Petition Date, the average aggregate monthly cost of Utility Services was approximately $45,000. Likewise, Debtors estimate that post-petition payments to the Utility Providers will average $45,000 in the aggregate

The utilities listed on Exhibit C include the utilities for the Debtors' headquarters in San Jose, California and their branch offices in France and Taiwan. (Exhibit C does not include the utilities for its other non-U.S. operations. Those utilities are paid for by non-U.S. entities that are wholly-owned by the Debtors but are not debtors in these bankruptcy cases.) The listing of any entity on Exhibit C to this Motion is not an admission that any listed entity is a utility within the meaning of section 366 of the Bankruptcy Code. The Debtors reserve the right to assert at any time that any entity listed on Exhibit Cis not entitled to adequate assurance pursuant to section 366 of the Bankruptcy Code. The Debtors further reserve the right to terminate the services of any Utility Company at any time and to seek an immediate refund of any Utility Deposit (as defined below) without effect to any right of setoff or claim asserted by a Utility Company against the Debtors.

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9.

The Debtors incur utility charges in multiple locations, including in California,

France and Taiwan. Utility Services are essential to the Debtors' ability to sustain their operations while their chapter 11 cases are pending. If the Utility Companies are permitted to terminate Utility Services, the Debtors' reorganization efforts (including sale or restructuring efforts) may be harmed to the detriment of their creditors. Accordingly, the Debtors seek the relief requested in this Motion.
RELIEF REQUESTED

A.

Proposed Adequate Assurance Procedures

10. By this Motion, the Debtors respectfully request that the Bankruptcy Court enter

the Interim and Final Orders (a) prohibiting the Utility Companies from altering, refusing or discontinuing service to the Debtors, and (b) deeming the Utility Companies adequately assured of future payment. 11. In order to provide adequate assurance of payment for future services to the

Utility Companies, the Debtors propose to make a deposit (a "Utility Deposit") equal to 50% of the Debtors' estimated cost of their monthly utility consumption to each Utility Company that the Debtors intend to continue to utilize during the course of these cases, other than to Pacific Gas and Electric ("PG&E"), the Debtors' gas and electricity utility provider. The Debtors estimate that the Utility Deposits, in the aggregate, will total approximately $13,000.00. The Debtors propose to make Utility Deposits to each of the Utility Companies specified on Exhibit C hereto, other than to PG&E, within ten (1 0) days after the entry of an interim order granting this Motion, pending further order of the Court, for the purpose of providing each Utility Company with adequate assurance of payment of its postpetition services to the Debtors. 12. With respect to PG&E, the Debtors' obligations for gas and electricity utilities

for its facilities in San Jose are supported by a $57,000 letter of credit issued by Comerica

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Bank under the Senior loan Agreement in favor of PG&E. Debtors intend to leave the letter of credit in place during Debtors' Chapter 11 proceedings until the Debtors' proposed sale transaction is consummated and the entity surviving such sale emerges from the restructuring process. Consequently, it is unnecessary for the Debtors to make a Utility Deposit with PG&E, as the letter of credit provides adequate assurance of payment for future services by PG&E. 13. In addition, the Debtors seek to establish reasonable procedures (the

"Procedures") by which a Utility Company may request additional adequate assurance of future payment in the event that such Utility Company believes that its Utility Deposit, or as to PG&E, its letter of credit, does not provide it with satisfactory adequate assurance. The proposed Procedures are as follows: a. If a Utility Company believes that the proposed Utility Deposit (or

as to PG&E, its letter of credit) does not provide adequate assurance of future payment, the Utility Company must serve a written request (the "Request") upon the Debtors setting forth the location(s) for which Utility Services are provided, the account number(s) for such location(s), the outstanding balance for each account, a summary of the Debtors payment history on each account, and an explanation of why the Utility Company contends that the Utility Deposit is inadequate assurance of payment; b. The Request must be actually received by the Debtors and

Debtors' counsel, Pepper Hamilton LLP, Attn: David B. Stratton and James C. Carignan, Hercules Plaza- Suite 5100, 1313 Market Street, P.O. Box 1709 Wilmington, DE 19899-1709, within forty-five (45) days ofthe date ofthe interim order granting this Motion (the "Request Deadline");

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c.

Without further order of the Court, the Debtors may enter into

agreements granting additional adequate assurance to a Utility Company serving a timely Request, if the Debtors, in their discretion, determines that the Request is reasonable; d. If the Debtors believe that a Request is unreasonable, then the

Debtors shall, within thirty (30) days after the Request Deadline date, file a motion pursuant to section 366(c)(2) of the Bankruptcy Code (a "Determination Motion") seeking a determination from the Court that the Utility Deposit, plus any additional consideration offered by the Debtors, constitute adequate assurance of payment. Pending notice and a hearing on the Determination Motion, the Utility Company that is the subject of the unresolved Request may not alter, refuse, or discontinue services to the Debtors nor recover or setoff against the Utility Deposit or a prepetition date deposit; and e. Any Utility Company that fails to make a timely Request shall be

deemed to be satisfied that the Utility Deposit provided to it constitutes adequate assurance of payment.
14.

this Motion, the Debtors will serve a copy of this Motion and the interim order granting the Motion (the "Interim Order") on any Utility Company that is added to the list by such a supplement (the "Supplemental Service"). In addition, the Debtors will also provide a Utility Deposit in the amount of 50% of the estimated cost of monthly utility consumption for the added Utility Company. Concurrently with the Supplemental Service, the Debtors will file with the Court a supplement to Exhibit C adding the name of the Utility Company so served. The added Utility Company shall have thirty (30) days from the date of service of this Motion and the Interim Order to make a Request.

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15.

Finally, the Debtors request that the Interim Order provide that the Debtors may

terminate the services of any Utility Company by providing written notice (a "Termination Notice"). Upon receipt of a Termination Notice by a Utility Company, pursuant to the relief requested by the Debtors herein, the Utility Company shall immediately refund any Utility Deposit to the Debtors, after giving effect to any postpetition rights of setoff the Utility Company may assert against the Debtors. The Debtors believe that the immediate refund of a Utility Deposit by a Utility Company whose services are terminated after the Utility Company is paid all postpetition amounts due is fair and appropriate under the circumstances because the Utility Company would no longer require adequate assurance of future performance by the Debtors.

Final Hearing and Notice of Interim Order

16. The Debtors request that the Court schedule a final hearing to consider the relief Upon entry of the Interim Order granting the relief

requested herein ("Final Hearing").

requested herein, the Debtors propose to serve a notice of the Final Hearing (i) by overnight mail on each Utility Company listed on the Utilities Service List attached as Exhibit C to this Motion and (ii) by regular mail on each party that has requested notice in these cases pursuant to Rule 2002 of the Federal Rules of Bankruptcy Procedure. Debtors will also provide notice of the Final Hearing and a copy of the Interim Order to any Utility Company entitled to receive Supplemental Service as set forth in paragraph 14 hereof, supra. The Debtors request that such service be deemed adequate notice of the Final Hearing.

BASIS FOR RELIEF

17. Section 366 of the Bankruptcy Code is designed to protect debtors from utility

service cutoffs upon the filing of a bankruptcy case, while at the same time providing utility

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companies with adequate "assurance of payment" for postpetition utility service. See H.R. Rep. No. 95-595, at 350 (1978), reprinted in 1978 U.S.C.C.A.N. 5963, 6306. 18. Section 366(c) of the Bankruptcy Code permits a utility to alter, refuse or

discontinue utility service if a chapter 11 debtor has not provided "satisfactory" adequate assurance within thirty (30) days after the date of its bankruptcy filing, subject to the court's ability to modify the amount of adequate assurance. The term "assurance of payment" is defined as including: (i) a cash deposit; (ii) a letter of credit; (iii) a certificate of deposit; (iv) a surety bond; (v) a prepayment of utility consumption; or (vi) another form of security that is mutually agreed on between the utility and the debtor or the trustee. 11 U.S.C. 366(c)(1)(A). In addition, section 366(c) restricts the factors that a court may consider when determining whether the "assurance of payment" is, in fact, adequate. Specifically, courts may no longer rely on (i) the absence of a security deposit before the debtor's petition date, (ii) the debtor's history of timely payments, or (iii) the availability of an administrative expense priority when determining the amount of a deposit. See 11 U.S.C.
366(c)(3)(B). Congress, in modifying section 366 through the Bankruptcy Abuse Prevention

and Consumer Protection Act of2005, did not change the fundamental requirement that assurance of payment must be "adequate," nor did it divest the courts of their power to determine what amount, if any, is necessary to provide adequate assurance of payment to a Utility Company. See 11 U.S.C. 366(c)(3)(A). 19. Like former section 366(b) of the Bankruptcy Code, the current section 366(c)

simply requires that a utility's assurance of payment be "adequate," and nothing prevents a court from ruling that the amount required to adequately assure postpetition payment is nominal, or even zero. Before the enactment of current section 366(c) of the Bankruptcy Code, courts

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enjoyed precisely the same discretion to make such rulings pursuant to prior section 366(b) of the Bankruptcy Code. See Va. Elec. & Power Co. v. Caldor, Inc. - N. Y, 117 F.3d 646, 650 (2d Cir. 1997) ("a bankruptcy court's authority to 'modify' the level of the 'deposit or other security,' provided for under 366(b), includes the power to require no 'deposit or other security' where none is necessary to provide a utility supplier with 'adequate assurance of payment.'"). 20. As courts have long recognized, adequate assurance of performance does not

require an absolute guarantee of a debtor's ability to pay. See, e.g., In re Adelphia Bus. Solutions, Inc., 280 B.R. 63, 80 (Bankr. S.D.N.Y. 2002) ("In determining adequate assurance, a bankruptcy court is not required to give a utility company the equivalent of a guaranty of payment, but must only determine that the utility is not subject to an unreasonable risk of nonpayment for postpetition services."); Steinebach v. Tuscan Elec. Power Co. (In re Steinebach), 303 B.R. 634, 641 (Bankr. D. Ariz. 2003) ("Adequate assurance of payment is not, however, absolute assurance ... all 366(b) requires is that a utility be protected from an unreasonable risk of non-payment .... "). Therefore, despite the statutory language allowing a utility to take adverse action against the debtor should the debtor fail to provide adequate assurance ofpostpetition payment "satisfactory" to the utility, section 366 of the Bankruptcy Code does not require that the assurance provided be "satisfactory" once a party seeks to have the Bankruptcy Court determine the amount of assurance that is "adequate." 21. Moreover, courts also recognize that, in determining the amount of adequate

assurance, the bankruptcy judge should focus "on the need of the utility for assurance, and require that the debtor supply no more than that, since the debtor almost perforce has a conflicting need to conserve scarce financial resources." Va. Elec. & Power Co., 117 F.3d at 650

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(quoting In re Penn Jersey Corp., 72 B.R. 981, 985 (Bankr. E.D. Pa. 1987) (emphasis in original)). 22. The proposed Utility Deposits fully satisfy the requirements of section 366 of the

Bankruptcy Code. Accordingly, the Debtors need not provide further assurance of payment to the Utility Companies. 23. Relief similar to that requested in this Motion has been granted in comparable

chapter 11 cases. See, e.g., In re PPI Holdings, Inc., Case No. 08-13289 (Bankr. D. Del. Jan. 6, 2009); In re Delta Financial Corp., Case No. 07-11880 (Bankr. D. Del. Jan. 9, 2008); In re FLYi,

Inc., Case No. 05-20011 (Bankr. D. Del. Dec. 5, 2005).

24. Based on the foregoing, granting the relief requested in this Motion is both

necessary and appropriate. It will afford the Debtors an opportunity to maintain the value of their business, and it will not prejudice the rights of the Utility Companies under section 366 of the Bankruptcy Code.
NOTICE

25.

Notice of this Motion has been provided to: (a) the Office of the United States

Trustee for the District of Delaware; (b) the creditors holding the 20 largest unsecured claims against the Debtors, as identified in the Debtors' respective chapter 11 petitions; (c) Lovells, 590 Madison Avenue, New York, NY 10022 (Attn: Christopher R. Donoho III, Esq.), counsel to bondholder group for the 6.25% Convertible Senior Subordinated Secured Notes due 2027; (d) the Internal Revenue Service; and (e) each Utility Company identified on Exhibit C. As this Motion is seeking first day relief, notice of this Motion and any related Orders will be served as required by Local Rule 9013-l(m). In light of the relief requested in this Motion, no other or further notice need be provided.

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26.

This Motion does not contain any novel issues of law requiring briefing.

Therefore, pursuant to Rule 7.1.2 of the Local Rules of Civil Practice of the United States District Court for the District of Delaware, as amended from time to time (the "Local District Court Rules"), as incorporated by reference into Local Rule 1001-1 (b), the Debtors respectfully request that the Bankruptcy Court set aside the briefing schedule set forth in Rule 7.1.2(a) ofthe Local District Court Rules.
NO PRIOR REQUEST

27.

No prior motion for the relief requested in this Motion has been made to this or

any other court. WHEREFORE, the Debtors respectfully request that the Bankruptcy Court: (a) enter the Orders substantially in the form annexed to this Motion as Exhibit A and Exhibit B, respectively, granting the relief requested in this Motion, and (b) grant to the Debtors such other and further relief as the Bankruptcy Court may deem proper. Dated: July 9, 2009 Wilmington, Delaware Respectfully submitted,

Proposed Attorneys for the Debtors

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EXHIBIT A

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

) ) ) ) ) )

In re ELECTROGLAS, INC., et al., 1 Debtors.

Chapter 11 Case No. 09-__ (_) (Joint Administration Pending)

INTERIM ORDER (I) PROHIBITING UTILITIES FROM INTERRUPTING SERVICE AND (II) APPROVING PROCEDURE FOR PROVIDING ADEQUATE ASSURANCE OF PAYMENT
THIS MATTER having come before the Bankruptcy Court upon the motion (the "Motion") 2 of the Debtors for entry of an interim and final order: (a) prohibiting utility service providers from altering, refusing or discontinuing services to, or discriminating against, the Debtors on account of prepetition invoices; and (b) determining that the Debtors' proposed adequate assurance, as described in the Motion and this Order, provide utility service providers with adequate assurance of payment for postpetition utility services within the meaning of section 366 of the Bankruptcy Code; and the Bankruptcy Court having found that: (a) it has jurisdiction over the matters raised in the Motion pursuant to 28 U.S.C. 157 and 1334(b); (b) this is a core proceeding pursuant to 28 U.S.C. 157(b)(2); (c) venue lies properly with the Bankruptcy Court; (d) the relief requested in the Motion is in the best interests of the Debtors, their estates and their creditors; (e) proper and adequate notice of the Motion and the hearing on the Motion has been given and that no other or further notice is necessary or required; and (f)

The Debtors are Electroglas, Inc. (EIN 77-0336101) and Electroglas International, Inc. (EIN 77-0345011). All capitalized terms used but not otherwise defined in this Order shall have the meanings ascribed to them in the Motion.

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upon the record and after due deliberation, good and sufficient cause exists for granting the relief requested in the Motion; it is hereby ORDERED, ADJUDGED AND DECREED THAT:
1.

The Motion is GRANTED, as stated herein, on an interim basis pending a final .M. on _____, 2009, with any .M.on _ _ _ __

hearing thereon, which is hereby scheduled for _ _

objection to be filed and served so as to be received on or before _ _ 2009. 2.

Within ten (10) days after the date of entry of this Order, the Debtors shall furnish

the Utility Companies (with the exception of PG&E) adequate assurance of payment for postpetition date services by making a deposit equal to 50% of the Debtors' estimated cost of its postpetition monthly utility consumption (a "Utility Deposit") to each Utility Company for the purpose of providing such Utility Company with adequate assurance of payment of its postpetition date services to the Debtors. 3. Except in accordance with the procedures set forth below, absent further order of

the Court, each Utility Company is prohibited from (a) altering, refusing or discontinuing service to, or discriminating against the Debtors solely on the basis of the commencement of this case or on account of any unpaid invoice for services provided before the Petition Date and (b) requiring the payment of any additional deposit or other security in connection with the Utility Companies' continued provision of Utility Services, including the furnishing of water and sanitation, telephone, gas, and electricity services, or any other utility service of like kind to the Debtors. 4. If a Utility Company is not satisfied with the adequate assurance of future

payment in the form of the Utility Deposit provided by the Debtors (or as to PG&E, its letter of credit), then the Utility Company must serve a written request (the "Request") upon the Debtors

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setting forth the location(s) for which Utility Services are provided, the account number(s) for such location(s), the outstanding balance for each account, a summary of the Debtors payment history on each account, and an explanation of why the Utility Deposit is inadequate assurance of payment. 5. The Request must be actually received by the Debtors and Debtors' counsel,

Pepper Hamilton LLP, Attn: David B. Stratton and James C. Carignan, Hercules Plaza - Suite 5100, 1313 Market Street, P.O. Box 1709 Wilmington, DE 19899-1709, within forty-five (45) days ofthe date of the interim order granting this Motion (the "Request Deadline"). 6. Without further order of the Court. the Debtors may enter into agreements

granting additional adequate assurance to a Utility Company serving a timely Request, if the Debtors in their discretion determine that the Request is reasonable. 7. If the Debtors believe that a Request is unreasonable, the Debtors within thirty

(30) days after the Request Deadline date shall file a motion pursuant to section 366(c)(2) of the Bankruptcy Code (a "Determination Motion"), seeking a determination from the Court that the Utility Deposit paid to (or letter of credit held by) the objecting Utility Company, plus any additional consideration offered by the Debtors, constitute adequate assurance of payment. Pending notice and a hearing on the Determination Motion, the Utility Company that is the subject of the unresolved Request may not alter, refuse, or discontinue services to the Debtors, nor exercise any set off against Utility Deposit. 8. Any Utility Company that fails to make a timely Request shall be deemed to be

satisfied that the Utility Deposit constitutes adequate assurance of payment. 9. The Debtors may supplement the list of Utility Companies on Exhibit C to the

Motion. If the Debtors supplement the list subsequent to the filing of this Motion, the Debtors

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will serve a copy of the Motion and this Order on any Utility Company that is added to the list by such a supplement (the "Supplemental Service"). In addition, the Debtors will provide a Utility Deposit in the amount of 50% of the estimated cost of monthly utility consumption for the added Utility Company. Any subsequently added Utility Company set forth on a supplement to Exhibit C to the Motion will fall within the scope of this Order from the date of the filing of the supplemental Exhibit C. Such an added Utility Company shall have thirty (30) days from the date of service of the Motion and the Order to make a Request. If such Request is made, the Debtors and the Utility Company making the Request shall be bound by the Procedures set forth herein, as applicable. 10. The Debtors may terminate the services of any Utility Company by providing

written notice (a "Termination Notice"). Upon receipt of a Termination Notice by a Utility Company, the Utility Company shall immediately refund any Utility Deposit to the Debtors, after giving effect to any rights of setoff or any claims the Utility Company may assert against the Debtors with respect to the Utility Deposit. The Debtors' rights to oppose any such setoff or claims of the Utility Companies are reserved. 11. Nothing in this order shall be deemed to vacate or modify any other restrictions

on the termination of service by a Utility Company as provided by sections 362 and 365 of the Bankruptcy Code or other applicable law. Nothing herein or in the Motion shall constitute postpetition assumption or adoption of any agreement pursuant to section 365 of the Bankruptcy Code, nor shall anything herein be deemed a waiver by the Debtors or any other party of any rights with respect to the assumption or rejection of an executory contract.

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12.

The Bankruptcy Court shall retain jurisdiction with respect to all matters arising

from or related to the implementation of this Order.

Dated: July_, 2009 Wilmington, Delaware

UNITED STATES BANKRUPTCY JUDGE

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EXHIBIT B

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

) ) ) ) ) )

In re ELECTROGLAS, INC., et al.,

1

Chapter 11 Case No. 09-

(__)

(Joint Administration Pending)

Debtors.

FINAL ORDER (I) PROHIBITING UTILITIES FROM INTERRUPTING SERVICE AND (II) APPROVING PROCEDURE FOR PROVIDING ADEQUATE ASSURANCE OF PAYMENT
THIS MATTER having come before the Bankruptcy Court upon the motion (the "Motion") 2 ofthe Debtors for entry of an interim and final order: (a) prohibiting utility service providers from altering, refusing or discontinuing services to, or discriminating against, the Debtors on account ofprepetition invoices; and (b) determining that the Debtors' proposed adequate assurance, as described in the Motion and this Order, provide utility service providers with adequate assurance of payment for postpetition utility services within the meaning of section 366 of the Bankruptcy Code; and the Bankruptcy Court having found that: (a) it has jurisdiction over the matters raised in the Motion pursuant to 28 U .S.C. 157 and 1334(b); (b) this is a core proceeding pursuant to 28 U.S.C. 157(b)(2); (c) venue lies properly with the Bankruptcy Court; (d) the relief requested in the Motion is in the best interests of the Debtors, their estates and their creditors; (e) proper and adequate notice of the Motion and the hearing on the Motion has been given and that no other or further notice is necessary or required; and (f)

The Debtors are Electroglas, Inc. (EIN 77-0336101) and Electroglas International, Inc. (EIN 77-0345011). All capitalized terms used but not otherwise defined in this Order shall have the meanings ascribed to them in the Motion.

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upon the record and after due deliberation, good and sufficient cause exists for granting the relief requested in the Motion; it is hereby ORDERED, ADJUDGED AND DECREED THAT: 1. 2. The Motion is GRANTED on a final basis, as provided herein. The procedures set forth paragraph in paragraphs 3 through 11 of the Interim

Order are hereby approved on final basis. 3. Nothing in this order shall be deemed to vacate or modify any other restrictions

on the termination of service by a Utility Company as provided by sections 362 and 365 of the Bankruptcy Code or other applicable law. Nothing herein or in the Motion shall constitute postpetition assumption or adoption of any agreement pursuant to section 365 of the Bankruptcy Code, nor shall anything herein be deemed a waiver by the Debtors or any other party of any rights with respect to the assumption or rejection of an executory contract. 4. The Bankruptcy Comi shall retain jurisdiction with respect to all matters arising

from or related to the implementation of this Order.

2009 Dated: July Wilmington, Delaware

UNITED STATES BANKRUPTCY JUDGE

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EXHIBITC
Vendor Name
Buro Club Seyssinet

Vendor Address
18 Rue de Ia Tuilerie 38170 Seyssinet-Pariset France 1333 Oakland Road San Jose, CA 95112 12657 Alcosta Bl. # 418 San Ramon, CA 94583 One Penn Plaza #2200 New York, NY 10119 PO Box 78405 Phoenix, AZ 85062 Payment Center Sacramento, CA 95887 PO Box 11002 San Jose, CA 95103-1003 No. 103, Sianjheng 2nd Road, Jhubei City Hsinchu County 302 Taiwan, ROC No. 188, Sianjheng 51h St., Jhubei City Hsinchu County 302 Taiwan, ROC No. 136, Sianjheng 91h Road, Jhubei City Hsinchu County 302 Taiwan, ROC PO Box 997300 Sacramento, CA 95899-7300

Payment made to
Landlord

Type of Service
Electricity and Gas

GT Waste Vcom Arkadin AT&T Mobility AT&T City of San JoseWater Taiwan Power Company

Utility Company Utility Company Utility Company Utility Company Utility Company Utility Company Utility Company

Waste Disposal Telecom Telecom Telecom Telecom Water Electricity and Gas

Taiwan Water Corporation, Ltd.

Utility Company

Water

Chunghwa Telecom Co., Ltd.

Utility Company

Telecom

PG&E

Utility Company

Electricity and Gas

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