UNITED STATES OF AMERICA,                       Plaintiff,                   v. ALCAN INC., ALCAN ALUMINUM CORP., PECHINEY, S.A., and PECHINEY ROLLED PRODUCTS, LLC,                   Defendants.

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Case No. 1:03 CV 02012-GK Judge Gladys Kessler DECK TYPE: Antitrust

WHEREAS plaintiff, defendants, and the State of West Virginia represent that a short postponement of the Court's consideration of whether entry of the proposed Final Judgment is in the public interest and the State of West Virginia's pending motion would not result in unreasonable delay; and

WHEREAS the Court held a status conference today with representatives of the parties and the State of West Virginia, and during a sealed hearing (with the parties alone) received a satisfactory explanation of the parties' reasons for this Stipulated Order;

IT IS HEREBY STIPULATED AND AGREED by and between the undersigned parties and the State of West Virginia, subject to approval and entry by the Court, and without prejudice to any aspect of plaintiff's, defendants', or West Virginia's legal position in this matter, that until after June 1, 2004:

1. Pechiney's Brazing Sheet Business will not be sold to any Acquirer pursuant to the terms of the proposed Final Judgment pending in this case (see Final Judgment, §§ II(E), IV, and V);

2. The Court will not conduct a hearing or rule on the State of West Virginia's pending motion; and

3. Neither plaintiff nor defendants will move the Court to enter, and the Court will refrain from entering, the proposed Final Judgment.

Dated: April 22, 2004.

Respectfully submitted,

FOR PLAINTIFF UNITED STATES OF AMERICA _______________/s/________________ Anthony E. Harris, Esquire Illinois Bar #1133713 U.S. Department of Justice Antitrust Division, Litigation II Section 1401 H Street, NW Suite 3000 Washington, DC 20530 Telephone: (202) 307-6583

FOR DEFENDANTS ALCAN INC., ALCAN ALUMINUM CORP., PECHINEY, S.A., and PECHINEY ROLLED PRODUCTS LLC _______________/s/________________ Michael Miller, Esq. New York Bar # MM1154 Sullivan & Cromwell LLP 125 Broad Street New York, NY 10004-2498 Telephone: (212) 558-4417 FOR MOVANT THE STATE OF WEST VIRGINIA _______________/s/________________ Andrew G. Fusco, Esq. West Virginia Bar # 1317 Special Assistant Attorney General Eckert Seamans Cherin & Mellot, PPLC 2400 Cranberry Square Morgantown, WV 26508-9209 Telephone: (304) 594-1000 Edward J. Longosz, II, Esq. DC Bar # 368932 Eckert Seamans Cherin & Mellot, LLC 1747 Pennsylvania Avenue, NW Suite 1200 Washington, DC 20006 Telephone: (202) 659-6619

IT IS SO ORDERED by the Court, this ____ day of ___________ 2004.

_____________________________ United States District Judge