UNITED STATES BANKRUPTCY C0URT
FOR THE DISTRICT OF ALASKA

       This court has considered the Stipulation for Settlement, dated May 6, 1994, between Chugach Alaska Corporation and its subsidiaries, Chugach, Forest Products and Chugach Timber Corporation (hereinafter collectively, referred to as Chugach), and Kenai Peninsula Borough (the Borough);

       NOW THEREFORE, good cause appearing for the entry of this order, IT IS HEREBY ORDERED AS FOLLOWS:

1. The Amended Stipulation for Settlement is approved;

2. This court's Order and Judgment, entered April 20, 1994, and filed April 21, 1994, at Docket Entries 2429 and 2430, respectively (hereinafter the "Order" and the "Judgment"), be and hereby are vacated;

3. The Order and the Judgment shall have no precendential value;

4. The Borough shall pay to Chugach, or order, $133,464.39, without interest, on or before May 13, 1994;

5. The claims of the Kenai Peninsula Borough, Chugach's objections thereto, and the contested matter between the parties with respect thereto, are dismissed with prejudice, each party to bear its own costs and attorney's fees;

6. The Borough's Motion for New Trial, to Alter or Amend Judgment, for Amendment of Findings and Conclusions, and for Reconsideration and the related Motions for Stay and for Expedited Consideration, and Chugach's Motion for Additional Findings and Motion for Order Altering or Amending the Judgment or, Alternatively, for a New Trial Regarding Tax Liability to the Kenai Peninsula Borough, are dismissed as moot.

DATED: May 9, 1994.





BY THE COURT
DONALD MacDONALD IV
United States Bankruptcy Judge