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mation does not occur, the Plan or any part of its contents <br />cannot be used in any lawsuit, action or proceeding within <br />or outside of Debtor's Chapter 11 proceeding. <br />III. DESCRIPTION OF DEBTOR'S BUSINESS AND DESIGN <br />FOR REORGANIZATION <br />Peerless was originally incorporated under the laws of <br />the State of Utah on May 14, 1984. :Z t_ original incor- 7 <br />porators were Dale Larson and Sam Arness.~ At the time of <br />incorporation, stock was issued to the original incor- <br />porators for 546,500. PRI was incorporated for the sole <br />purpose of acting as the managing entity for DCC at the mine <br />site in La Plata County. <br />As has been indicated in Debtor's Plan of Reorganiza- <br />tion, some background is required for interested parties to <br />understand the relationship between Peerless and other <br />entities involved at the mine site. Back in May, 1984, DCC <br />entered into a sublease agreement with Arness-McGriffin Coal <br />Company (AMCC). The sublease covered 3,760 acres of <br />high-quality coal leases and 190 acres of mineral surface <br />rights owed by AMCC. Of the subleased acreage, 1,560 acre~~ <br />were leased to AMCC by Kaiser Steel Company ("Kaiser")J The <br />sublease allowed DCC to develop the property and mine the <br />coal thereon. <br />Towards that end, Peerless issued an additional <br />placement of common stock to a single shareholder for <br />5200,000. In its attempts to raise needed investment <br />capital, Peerless had a public stock offering with the Utah <br />Securities Division whereby it attempted to sell 9,000,000 <br />share at 5 cents per share. Peerless was able to sell <br />1,470,000 shares and raised 573,000. Peerless believes thatf <br />its inability to raise capital to finance construction o~j <br />'the mine site was the major factor in placing the company ink <br />bankrupto~y. <br />In September, 1984, Peerless began the physical work <br />on the coal mine. Originally, some 300,000 tons of earth <br />were moved. Additionally, 5640,000 worth of coal had been' <br />sold and ship~ed. <br />Prior to Peerless' bankruptcy filing, <br />~an arbitration proceeding to recind the <br />Kaiser's 1,560 acres. This matter was ult <br />in Kaiser's favor. As a result, DCC lost <br />this acreage. DCC still, however, has its <br />in the remaining 2,200 acres.f <br />Kaiser init'a~~d,' <br />lease covering <br />:imately resolved' <br />its interest,.in <br />leased interests <br />ACZ, Inc., an engineering firm, originally estimated <br />that there existed 20 million tons of coal on the entire <br />lease site, and that in the ground, said coal was worth 25 <br />