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<br /> <br />CF&I Steel Corporation, CF&I Fabricators of Utah, Inc., CF&I <br />Fabricators of Colorado, Inc., Albuquerque Metals Company, Denver <br />Metals Company, Kansas Metals Company, Pueblo Metals Company, <br />Colorado & Utah Land Company, and Pueblo Railroad Service <br />Company, (collectively, the "Debtors"), file this memorandum of <br />law in support of their motion for authority for, 'nter a1,3a, (i) <br />Borrower to obtain loans, advances and other credit <br />accommodations from Congress Financial Corporation (Western) <br />("Congress") in an amount not to exceed the principal amount of <br />$10,000,000 at any one time outstanding; (ii) each of the other <br />Debtors to guarantee payment and performance of all obligations, <br />liabilities, and indebtedness at any time owed by Borrower to <br />Congress; (iii) for Borrower to assume, subject to the terms and <br />conditions of the order approving this Motion, the letter <br />agreement between Borrower and Congress, dated October 19, 1990 <br />(the "Proposal Agreement"); (iv) each of Debtors to grant to <br />Congress security interests and liens to secure the loans, <br />advances, credit accommodations, and other obligations owed by <br />Borrower to Congress and the guaranties and other obligations of <br />the other Debtors to Congress; and (v) granting Congress <br />superpriority administrative claim status (the "Motion"). <br />I. INTRODIICTION <br />The background of this matter is set forth in the Motion. <br />Unless the Debtors are able to obtain the postpetition financing <br />contemplated by the Motion, their ability to operate their <br />businesses and reorganize will be significantly impaired or <br />2 <br />