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<br />of LeBoeuf, Lamb, Leiby & MacRae ("LeBOeuf") as counsel. In <br />support of this Application, Debtors respectfully represent as <br />follows: <br />INTRODUCTION <br />1. On November 7, 1990, (the ^Petition Date"), <br />Debtors commenced their respective reorganization cases by filing <br />voluntary petitions for relief under chapter 11 of the Bankruptcy <br />Code. <br />2. Debtors are continuing in possession of their <br />respective property and are operating and managing their <br />businesses, as debtors in possession, pursuant to sections 1107 <br />and 1108 of the Bankruptcy Code (except that in the case of The <br />Colorado & Wyoming Railway Company, the appointment of a trustee <br />pursuant to 11 U.S.C. § 1167 is pending). <br />3. The Court has jurisdiction over this matter <br />pursuant to 28 U.S.C. 44 157 and 1334. This is a core proceeding <br />pursuant to 28 U.S.C. g 157(b)(2)(A). <br />4. Debtors' chapter 11 cases and are being jointly <br />administered pursuant to an order of this Court (or a motion <br />seeking such relief has been !fled with the Court). <br />5. Debtors desire to employ and retain under a <br />general retainer LeBoeu! as counsel pursuant to section 3:t7(a) of <br />the Bankruptcy Code. <br />6. Debtors believe that it is in the best interests <br />of their estates, the creditors of their estates, and the equity <br />holders of their estates to have LeBoeuf represent them in their <br />respective bankruptcy cases. <br />2 <br />