Delphi Corp.
Bar Date/Proof Of Claim Process

Overview

Pursuant to an order (the "Bar Date Order") of the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"), entered on April 12, 2006, Delphi Corporation and its 41 affiliated debtors (collectively, "Delphi" or the "Company") will mail to all of its known or potential creditors, including employees and retirees, a Notice of the Bar Date (the "Notice") and a Proof of Claim Form. Under the Bar Date Order, known or potential creditors of the Company are required to file Proofs of Claim on or before July 31, 2006 (the "Bar Date"). This requirement applies only to claims against the Company that arose prior to October 8, 2005 (or October 14, 2005 for Delphi Furukawa Wiring Systems LLC, Delphi Receivables LLC, and MobileAria, Inc.), the dates that the Company filed voluntary petitions for reorganization under chapter 11 of the United States Bankruptcy Code ("Chapter 11"). There are certain exceptions to this requirement, including if such creditor's claim has already been paid by the Company or if the claim is solely based on future pension or other post-retirement benefits. PLEASE READ THE NOTICE CAREFULLY TO DETERMINE WHETHER YOU ARE REQUIRED TO FILE A CLAIM. YOU MAY WANT TO CONSULT AN ATTORNEY TO DETERMINE WHETHER A CLAIM NEEDS TO BE FILED. Unfortunately, the Company cannot provide legal advice to you on whether to file a claim.

For more information regarding the claim process or other general restructuring inquiries, please call our toll-free restructuring information line at (866) 688-8740 or for international calls (248) 813-2601 Monday - Friday.

Listed below are certain key events relating to the process in which claims against the Company are determined:

1. Delphi files its Schedules.
On January 20, 2006, the Company filed schedules of its assets and liabilities which, among other things, list claim amounts that it believes it owes to its creditors. Interested parties can view the schedules at www.delphidocket.com. On February 1, 2006 and April 18, 2006, the Company filed amendments to its schedules to update information contained in the schedules. Anyone who disagrees with the amounts listed in the schedules or believes that he or she should be included in the schedules must file a Proof of Claim Form before the Bar Date. Anyone whose claim is listed in the schedules as "contingent," "disputed," and/or "unliquidated" must also file a Proof of Claim Form before the Bar Date. Other than for those claims specifically excluded from the Bar Date, which are described in the Notice, anyone who fails to file a Proof of Claim Form by the Bar Date will forever be bound by the amount and classification of his or her claim in the schedules.

2. The Bar Date is established.
Under the Bar Date Order, the Bankruptcy Court set July 31, 2006 as the general deadline, or Bar Date, for filing claims to be considered for payment in Delphi's Chapter 11 cases.

3. Written Notices are mailed.
Under the Bar Date Order, the Company was required to provide written notice of the Bar Date to all known and potential creditors. On or before April 20, 2006, the official claims agent, Kurtzman Carson Consultants LLC ("KCC"), will send more than 500,000 notice packages containing (1) the Notice and (2) a Proof of Claim Form.

4. Analysis of claims.
Once KCC receives all completed claim forms, the process of determining the validity of claims filed will begin. If claims are unable to be consensually resolved by the Company and the affected creditor, the Bankruptcy Court will adjudicate whether and to what extent the claim will be approved, or "allowed."

5. Distributions are made.
The plan of reorganization will outline the recovery that each creditor class will achieve. Once the plan of reorganization is confirmed by the Court and Delphi emerges from Chapter 11, the Company will make distributions to satisfy "allowed" claims in accordance with the plan of reorganization.

FREQUENTLY ASKED QUESTIONS

Q1. What is the "Bar Date?"
A1. The "Bar Date" is the last date on which a Proof of Claim Form can be filed. The Court has set July 31, 2006 as the general bar date for Delphi.

Q2. Why is a Bar Date necessary?
A2. The Company must ascertain the amount and validity of claims that creditors hold against the Company to determine, among other things, the distribution amounts paid to creditors under a plan of reorganization. To conclusively fix this amount, a Bar Date must be established.

Q3. What is a Proof of Claim Form?
A3. The Proof of Claim Form is the form filed with the Court or claims agent that provides the details of a creditor's claim.

Q4. Why did I receive this notice?
A4. Under the Order, Delphi is required to provide Notices to all known or potential creditors. Employees and retirees might be potential creditors who fall into this classification.

Q5. How do I know if I have a claim?
A5. Claimants are those individuals or entities that hold claims that arose prior to October 8, 2005 (or October 14, 2005 for Delphi Furukawa Wiring Systems LLC, Delphi Receivables LLC, and MobileAria, Inc.), the Chapter 11 filing dates. Because Delphi was required to provide the Notice to potential creditors, receipt of a Proof of Claim Form does not necessarily mean that you have a claim against the Company or any of its subsidiaries.

Q6. Do all claims have to be filed by the Bar Date?
A6. There are certain categories of claims that do not have to be filed at this time. They include claims, among other things, that have already been paid by the Company and claims based solely on future pension or other post-retirement benefits. Please review the Notice carefully to determine whether you hold a claim that falls into one of the excluded categories.

Proof of Claim Forms must be filed for all other types of pre-bankruptcy claims by the Bar Date, unless the creditor believes that its claim is accurately listed in the schedules and the claim is not listed as "contingent," "disputed," and/or "unliquidated."

Q7. Will my Union file a claim on my behalf?
A7. The Unions might file certain types of claims on behalf of represented employees or retirees. You should consult your Union.

Q8. Should I file a claim for Delphi stock?
A8. Under the Order, any holder of Delphi common stock is not required to file a proof of claim solely with respect to the holder's ownership interest in or possession of the stock. However, if the holder wishes to assert a claim against Delphi that is not based solely upon his or her ownership or possession of the stock, a proof of claim must be filed.

Q9. What happens if I do not file my claim on or before the Bar Date?
A9. If you fail to file your claim by the Bar Date, you will be forever barred from asserting the claim against the Company, from voting on a plan of reorganization, or from participating in any distributions on account of such claim under the plan of reorganization.

Q10. How long after I file my claim will I receive payment?
A10. Distributions on claims, if any, will be made in accordance with the plan of reorganization, once the Company emerges from Chapter 11. The Company has not yet filed a plan of reorganization.

Q11. How do I know under which classification my claim falls?
A11. Please review the instructions on the Proof of Claim Form.

Q12. Should I attach copies of invoices to the claim form?
A12. Yes. Supporting documents such as purchase orders, invoices, itemized statements of running accounts, contracts, court judgments, or promissory notes should be attached. If the documents are too voluminous, attach a summary. Do not send original documents.

Q13. Do I include amounts for late fees, interest, or returned check fees on my claim form?
A13. The Company cannot provide advice on what to include in your completed proof of claim. Please consult with legal counsel on whether you have a claim and, if so, how to complete the Proof of Claim Form.

Q14. What are the schedules?
A14. The schedules of assets and liabilities list the amount of money Delphi's records reflect each creditor was owed as of the filing date.

Q15. When will the schedules be filed?
A15. The Company filed its schedules of assets and liabilities on January 20, 2006. Amendments to the schedules were made on February 1, 2006 and on April 18, 2006. The schedules are available for viewing at www.delphidocket.com.

Q16. My claim is listed as "contingent," "disputed," or "unliquidated" in the schedules. Do I have to file a Proof of Claim Form?
A16. Yes. If your claim is listed in the schedules as "contingent," "disputed," and/or "unliquidated" and you believe that you have a claim against the Company, you must file a Proof of Claim Form by the Bar Date. If you fail to file your claim by the Bar Date, you will be forever barred from asserting the claim against the Company, from voting on a plan of reorganization, or from participating in any distributions on account of such claim under the plan of reorganization.

Q17. Can I e-mail or fax the Proof of Claim Form?
A17. No. Proof of claim forms must be mailed or delivered. E-mails and faxes will not be accepted.

Q18. Where do I send the Proof of Claim Forms after they have been completed?
A18. If sent by mail, completed original Proof of Claim Forms should be sent to:

U.S. Bankruptcy Court
Southern District of New York
Delphi Corporation Claims
Bowling Green Station
P.O. Box 5058
New York, NY 10274-5058

If filed in person, by personal service or by overnight courier, completed Proof of Claim Forms should be sent to:

U.S. Bankruptcy Court
Southern District of New York
Delphi Corporation Claims
One Bowling Green
Room 534
New York, NY 10004-1408
PROOFS OF CLAIM MUST BE FILED SO THAT THEY ARE ACTUALLY RECEIVED ON OR BEFORE JULY 31, 2006 AT 5:00 P.M. PREVAILING EASTERN TIME.

Q19. After I return the completed Proof of Claim Form, will I receive confirmation that the form was received?
A19. To receive an acknowledgement of the filing of your claim, enclose a stamped and self-addressed envelope.

Q20. If I am owed money by two or more Delphi debtors, do I need to fill out multiple forms?
A20. Yes. Separate Proof of Claim Forms must be completed for each applicable debtor. If you need additional Proof of Claim Forms, you may download Proof of Claim Forms from www.delphidocket.com.

Q21. Who is KCC?
A21. Kurtzman Carson Consultants LLC or KCC , is the claims agent in this case. They handle many of the administrative tasks associated with the proof of claim process, including conducting mailings and tracking all claims.

UAW Letter to Joe Buckley and Tony Keen, status report to the membership.

To:        Chairpersons and Presidents at UAW-Represented Delphi Facilities 

Re:        Delphi Update 

Date:    November 16, 2005  

Yesterday Delphi presented the UAW with a new proposal under Sections 1113 -1114 of the Bankruptcy Code for modifications to the UAW-Delphi National Agreement.  This new proposal follows the company’s October 21, 2005 request for concessions.  We are in the process of evaluating Delphi’s latest proposal, but it appears that it contains very minor changes from the previous proposal with respect to wages and benefits.  Delphi will be forwarding a copy of the revised proposal to all local unions.

Also yesterday, the UAW sent the attached letter to all U.S. senators and representatives urging them to speak out against the outrageous compensation being provided and compensation enhancements currently proposed for Delphi’s top management.  Attached to this letter is the article from the New York Times regarding Delphi’s proposed Key Employee Compensation Program.  The New York Times article signifies the keen public interest Delphi’s actions have generated. 

As you know, Delphi has asked the Bankruptcy Court to approve the compensation plan for approximately 500 executives.  The court hearing is set for November 29, in New York.  The union is calling upon lawmakers to support efforts to stop Delphi executives from enriching themselves at the expense of Delphi workers, retirees and the communities where Delphi facilities are located.

The UAW attorneys are working on objections to the executive compensation program and will continue to fight any attempt by the company to unfairly reward a select few while trying to import Third World wages and eliminate the benefits and protections of its workers. 

Plant Update - Thursday, November 3, 2005

On Wednesday November 2nd, we attended a call meeting of the UAW / Delphi Council in Detroit Michigan.  The purpose of the meeting was to review Delphi's recent proposal to the Union for modification of the contract in accordance with their chapter 11 filing.  UAW Vice-President Shoemaker referred to the proposal as an attempt by Delphi to dismantle our local and national agreements and that the proposal would not fly.  He further indicated that there appeared to be little or no room for movement in the proposal.

In regards to the General Motors Benefit Guarantee, Brother Shoemaker stated that all of the Delphi UAW members, with the exception of approximately 3800 who were hired after the spin-off, are covered under the agreement.  He stated that discussions are continuing with General Motors to provide some type of provision for those remaining 3800.

At the conclusion of the meeting, UAW President Ron Gettelfinger addressed the council stating that the UAW has a strategy and a plan to defend against Delphi's attempt to relieve itself of its responsibilities to our contracts and our members.  He stated that when it becomes necessary, the appropriate action will be taken that will best represent that strategy and that plan.  In closing, President Gettelfinger pledged continued communications with the Local Unions and extended the assistance of the International staff wherever needed.

As we continue through this difficult time and process we recognize the need of our members for communication and answers.  With that in mind, we continue the commitment of this leadership to communicate all of the information made available to us and provide and and all assistance possible.

In Solidarity,

 Joe Buckley                                                                       Tony Keen

President – U.A.W. Local 696                                Shop Chairman – U.A.W. Local 696  

UAW Letter to Joe Buckley and Tony Keen, status report to the membership.

To:        Chairpersons and Presidents at UAW-Represented Delphi Facilities 

Re:        Delphi Update 

Date:    October 28, 2005

Bankruptcy Proceedings

The UAW’s attorneys continue to actively monitor Delphi’s Chapter 11 proceedings.  To date, the Company has obtained Court approval to continue existing wages and benefits in the ordinary course. This means Delphi’s bankruptcy filing should not result in any type of interruption with paychecks or benefits.  On Thursday,  the Company obtained Court approval on a lending agreement with its banks, which will allow Delphi to continue its day-to-day operations.

In early October, Delphi filed a Motion with the Bankruptcy Court seeking approval for a Key Employee Compensation Program.   Contrary to media reports, the Court has yet to approve any type of severance or compensation for Delphi executives.  Any type of executive compensation program, whether announced before or after the bankruptcy filing, requires approval of the Bankruptcy Court to become effective.  Delphi’s request will be heard on November 29, 2005.  The UAW will oppose this Motion and any other program which seeks to unjustly enrich the compensation of a few while Delphi pursues drastic cuts to its hourly employee and retiree benefits.

Delphi Proposal for Concessions

In accordance with Delphi’s previous statements to the Bankruptcy Court, on October 21 the Company transmitted its proposal for modifications to the UAW-Delphi Agreements.  Given prior comments of Delphi CEO Steve Miller, it comes as no surprise that the Company is attempting to use Chapter 11 to destroy the protections earned for active and retired Delphi members.  In response to that proposal, President Ron Gettelfinger and Vice President Dick Shoemaker issued the following statement:

“The UAW received Delphi’s contract proposal today. In light of Delphi CEO Steve Miller’s recent public comments, we were not surprised that Delphi’s proposal displays a total lack of concern about the impact it would have on Delphi workers, their families, their communities and our nation. Delphi’s proposal is designed to hasten the dismantling of America’s middle class by importing Third World wages to the United States. In short, the proposal faithfully reflects a vision of an America in which an elite few live in luxury while everyone else struggles to make ends meet. Maybe some believe the American Dream is over; the UAW rejects that dismal idea and will continue the struggle to fulfill that dream."

The Union is committed to preserving the rights and protections earned through collective bargaining.  In anticipation of a court fight over the “necessity” for the concessions sought by the Company, the UAW has begun a thorough analysis and review of the Company’s financials, its business plan, restructuring scenarios and alternatives.  The UAW will do everything in its power, both in court and at the bargaining table, to protect the interests of its members and retirees.  And we will work to assure that all of Delphi’s creditors, shareholders and other constituencies make appropriate sacrifices in any restructuring effort – so that Delphi does not single out its active and retired employees as the only groups making sacrifices.     

MARCH for JOBS - A Great Success!

On Tuesday, October 25th, UAW Local 696 sponsored a "March for Jobs",   Dayton area labor leaders were joined by several elected officials and dozens of Delphi workers as they marched from Veteran's Memorial Park to our union hall.  Once at the hall, the group joined in a rally of support for the Delphi workers in Dayton.  The following is a transcript of the remarks made by Joe Buckley, President of UAW Local 696.

Good afternoon.  I would like to thank everyone for your participation today.  I especially want to thank the Chairman of our legislative committee, Rick Tincher and the rest of the committee for their hard work in putting this important event together.

This march is not just about the threat of lost UAW, IUE or Steelworker jobs, it is about the threat of eliminating the middle class jobs in America.  It is about the greed of corporate America and its executives adding to their wealth at the expense of the working men and women of this country.

We need to wake up and make some choices that sustain the middle class by transferring some of the corporate wealth into the hands of those less well-off.  These choices include strengthening Social Security, Nationalized Health Care, and higher corporate taxes.

Delphi is not the first corporation to use bankruptcy as a means of attempting to dismantle its labor agreement, and it won't be the last.  With their filing of chapter 11, they are attempting to use the courts as a means to discard their American operations as well as their financial and moral obligations.

Delphi has a total of 160,000 workers worldwide.  Out of that 160,000, 24,000 are UAW workers and 8000 are made up of IUE, Steelworkers and CWA members.  The remaining 128,000 workers are in foreign countries and are not a part of the chapter 11 filing.  Delphi has $1.5 billion dollars in cash, yet finds it necessary to file bankruptcy only on its American operations.  This is while they demand that their American workers take pay cuts in excess of 63% and that each worker pay in excess of $5000 dollars per year for out of pocket medical expenses, not to mention general take-aways of everything our unions and members have fought for over the past 25 years.

To add to the insult, these demands come after Delphi's hiring of Steve Miller as CEO, giving him a $3.5 million dollar signing bonus, a yearly salary of $1.5 million, and another bonus upon completion of Delphi's reorganization.  Delphi also set aside $90 million dollars in retention bonuses for executives along with lucrative severance packages.  Apparently, these are the rewards for the bad business decisions of Delphi and its executives.

I'm sure you have all read that Miller yielded to the pressure from the media concerning his bonus and salary and that he stated his intentions to forego his $1.5 million dollar salary for the next year.  I have tried to put into perspective the equality of his sacrifice.  Just with his $3.5 million dollar signing bonus alone, he will make $87,000 per week, or $239.00 an hour every hour of every day, asleep or awake, 24 hours a day, 365 days a year.  Compare that to his proposal that we work for $10.00 an hour or $400.00 per week while we pay in excess of $5000.00 per year in health care.  I just can't see the equality of sacrifice in those numbers.

In closing, I would say this to Steven Miller and to Delphi; The working men and women of our unions are NOT going to mow your grass for $10.00 an hour.  Maybe you should mow your own grass and let us run the business...

Thanks again for your participation.  SOLIDARITY FOREVER!

Joe Buckley - President, UAW Local 696. 

UAW Region 1C is mounting an ONLINE Petition Drive

Plant Update October 21st, 2005

On Thursday, October 20^th, 2005 Vice-President Richard Shoemaker addressed the combined UAW / Delphi-GM council to review a tentative agreement reached between General Motors and the UAW that modifies the current health care agreement.  Brother Shoemaker told the council the modification of the existing health care agreement was necessary in order to address General Motor’s financial situation and the threat that situation posed for our member’s security.  Brother Shoemaker reported that GM’s continued market share decline and significant quarterly losses could not be ignored and these reasons were the drivers for the discussions between GM and the UAW.

The tentative agreement provides for the establishment of a voluntary employee benefit association that will be funded by contributions from General Motors and both active and retired UAW members.  The program takes into consideration 3 groups of UAW members.

·          The first group is low-pension members who have less than $8000.00 per year pension income.  There will be no contributions required by this group under the proposed modification and no change in prescription costs.

·          The second group includes all other retired members.  The maximum contribution for this group will not exceed $370.00 per year for a single member or $752.00 per year for a member and family.  Increases in contributions will not exceed 3% per year.

·          The third group is all active General Motors / UAW members.  This group will have 17 cents COLA and 83 cents wage increase from 2006 deferred into the plan as their contribution.  Beginning in December 2006, this group will also have 2 cents per quarter COLA deferrals on an ongoing basis.

Prescription drug co-pays:

These proposed modifications will not go into effect until April 2006.  This tentative proposal is only applicable to current General Motors / UAW active members, those members who retired under General Motors, and future General Motors retirees. 

After a brief question and answer session, the council unanimously passed a motion to recommend approval of the proposed health care modification agreement.

With regard to Delphi, Brother Shoemaker reported that the union is awaiting the company’s proposal in conformance with the bankruptcy process.  He stated that he expected the proposal would be submitted to the union on Friday, October 21^st, 2005 and said that he will call the UAW / Delphi council to Detroit on Wednesday, October 26^th for review and discussion of the Delphi proposal.

As we continue through the bankruptcy process that has been initiated by Delphi, we will continue to keep you updated as information becomes available.

In Solidarity,

 Joe Buckley                                                                       Tony Keen

President – U.A.W. Local 696                                Shop Chairman – U.A.W. Local 696

Unions irate over Delphi's new offer – October 22, 2005

BY TOM WALSH and JASON ROBERSON  - FREE PRESS BUSINESS WRITERS

Delphi Corp. delivered a proposal to its labor unions Friday that calls for deep wage and benefit cuts, sparking an immediate howl of protest from the UAW.   "Delphi's proposal is designed to hasten the dismantling of America's middle class by importing Third World wages to the United States," UAW President Ron Gettelfinger and Vice President Richard Shoemaker said in a statement Friday afternoon.

Neither the UAW officials nor Steve Miller, chief executive officer of the automotive supplier, now in Chapter 11 bankruptcy, would reveal details. But Miller said the package was similar to the sharp concessions Delphi sought from the UAW prior to filing for bankruptcy Oct. 8, which include wages as low as $10 an hour, which would be a cut of about 60% for some workers.

Delphi and its unions must agree on revisions to labor agreements by mid-December or Delphi will ask the bankruptcy judge for permission to void the contracts. In an interview Friday before the UAW statement, Miller told the Free Press that he expected the unions would regard the proposal as "very contentious and difficult to swallow."   He was right.

Miller said Delphi's union workers will be better off if the UAW and other unions negotiate new concessionary deals than if a bankruptcy judge voids existing contracts and allows Delphi to pay workers whatever it wants, which could trigger strikes by angry workers.

"That is such chaos," Miller said. "Nobody wants to go there. And that is why things get settled. ... Both sides have huge motivation to get to an agreement."   Asked about the possibility of strikes that could disrupt the flow of parts to Delphi customers, Miller replied, "Any plant that wants to be at the top of our plant closure list should engage in industrial action as a way of sending that message."

Can pay cuts save Delphi?

Delphi chief executive Steve Miller has come as vultures do to the dead -- to strip it. Miller and his cronies stand to make a good profit for themselves from the picking apart of Delphi.

Miller states that to be competitive, hourly workers must take a 63% wage cut to be in line with the industry. By that standard, though, shouldn't Miller and other auto execs be making something more in line with the rest of the world's corporations? CEOs in Japan make somewhere between $300,000 and $500,000 plus about 10% in bonuses. Are they doing less work than Miller? I doubt it.

Paul Bondurant  - Utica

The responsible should sacrifice

It sickens me to see major corporations give bonuses to the top executives and cuts to the workers. That's no way to build a team. Top executives should be the first to get major pay cuts. They were steering the ship. They were making the decisions. They should accept responsibility and take major pay and benefits cuts.

Arnold Stieber - Grass Lake

A difference in skills

While I agree with some of the points made by Steve Miller defending his decisions about the Delphi bankruptcy, some I don't agree with. His assertions about cutting wages by 63% are justified when you are talking about nonskilled positions, like people cutting lawns, janitors, security, simple line assembly, forklift drivers and other positions.

However, the way he has outlined his positions so far and not said much about machinists and other skilled positions has made a lot of people mad, especially because he wants 230% bonuses for "suits" to stay on during the bankruptcy.

Tim Richardson - Troy

Protect the middle class

This country needs to wake up and smell the pollution, decay and poverty, because they're heading our way unless we put a stop to this irresponsible corporate greed and start supporting our middle class. We need to make some choices that sustain the middle class by transferring some of this corporate wealth into the hands of the less well off. These choices include strengthening Social Security, nationalized health care and higher corporate taxes. We need to stop this systematic flogging of America's middle class.

Steven J. Hoin - South Lyon

Incomplete comparisons

Steve Miller made some interesting comments about being competitive. Why is it that only hourly wages were compared to those in China and Mexico? How much do the salaried people earn there? How about the Honda execs? How about Toyota? Let's not forget Nissan and Kia Motors. If we're going to compare our wages to these other competitors, then it is only right and fair to compare all wages.

One other thing: Come to Saginaw Steering and see all of our 30-plus-year-old equipment we have to work with and then compare it to the brand new equipment in China and Mexico. Where is the U.S. return on the billions of dollars that Delphi and GM poured into the foreign operations that came from our profits here in the United States?

Terry Griffing - Saginaw

Unfair global trade

I continue to be amazed at the twisted reasoning that Wall Street uses to suggest that current global trade with the Asian economies is somehow good for the average U.S. citizen. Maybe I'm wrong, but I believe that Delphi, GM and other automotive industries are really nothing other than canaries in the mineshaft of what is to come.

While Delphi does have structural cost problems, it's also clear that much of the correction will likely be off-shoring production to the Asian economies that rampantly manipulate their currencies to keep their products and services cheap.

While I strongly believe in global trade, I also know that for it to work, it must be two-way and it must be fair.

Peter Wilens - Troy

Lead by example

Now that Delphi has declared bankruptcy, I wonder if Steve Miller is going to put his money where his mouth is. Does he really want to save the company, or just make as much money as possible before he sends Delphi down the drain? Is he willing also to take a 63% pay cut? If he really is committed to saving the company, he should lead by example.

John Woronec- Lambertville

Brutal honesty

At least Delphi is honest. If it can't treat its employees as Third World people with no future in America, then it will move to a Third World country where it can. That is saying more than the corporations that move to Third World countries while collecting millions from taxpayers and saying they are saving American jobs.

Daniel C. Davis Jr. - Oxford

Copyright © 2005 Detroit Free Press Inc.

UAW Letter to Joe Buckley and Tony Keen, status report to the membership.

To:        Chairpersons and Presidents at UAW-Represented Delphi Facilities 

Re:        Delphi Update 

Date:    October 10, 2005

With the extensive media coverage of Delphi’s filing for bankruptcy, we wanted to provide you with the following status report.

As UAW President Ron Gettelfinger and Vice President Richard Shoemaker told the media on Saturday, Delphi’s decision to file for bankruptcy on Saturday is an extremely bitter pill for UAW members at Delphi as well as for the thousands of workers represented by other unions and non-union salaried employees. All of them have worked hard to try to make Delphi’s U.S. operations successful, and all deserved better from Delphi’s senior executive leadership.

President Gettelfinger and Vice President Shoemaker also told the media that Delphi’s decision to sweeten the severance packages for its 21 top executives – and the more recent announcement that it planned to offer up to 10% of the equity in the reorganized company and nearly $90 million in cash bonuses to just under 500 key executives – is disgusting. Once again, we’re seeing the people at the top taking care of themselves at the same time they are demanding extraordinary sacrifices from their employees.

It is outrageous that U.S. bankruptcy laws allow corporations to get away with this kind of behavior. It is also unfair that the law allows Delphi to put its U.S. operations into bankruptcy, while leaving its foreign operations untouched. That said, we have to deal with these realities.

Unfortunately, this is not the first time the UAW has had to face a court-ordered corporate restructuring; we assure you that we will vigorously use our experience, expertise and resources to do everything we possibly can to protect the interests of UAW-Delphi active workers and retirees throughout this difficult situation.

As part of our ongoing discussions with Delphi, which began prior to the bankruptcy filing,  our internal financial and legal experts have been reviewing the company’s financial situation. In addition, in anticipation of Delphi’s filing, we retained Cohen, Weiss and Simon LLP, a New York law firm that has represented the UAW and other unions in most of the major corporate bankruptcies in recent years, including the major bankruptcies in the airline and steel industries. Cohen, Weiss and Simon represented our union at the initial hearing in New York on Saturday and will represent us throughout this process.

The following is our understanding of the events of the weekend and their immediate impact:

Delphi filed for Chapter 11 in federal bankruptcy court for the Southern District of New York, in New York City on Saturday. Along with that filing, Delphi filed more than 40 "first day" motions in order to facilitate the company's transition into bankruptcy. Delphi sent a letter to each of its employees providing further details on those "first day" orders. Our lawyers have reviewed the information provided by Delphi regarding the bankruptcy process, and it is accurate.

The vast majority of the "first day" orders that Delphi submitted were entirely routine, such as motions dealing with their arrangements with their banks, utility companies, and the like.

In our communication last week, we described Delphi's most recent set of demands regarding changes in the labor agreement. Filing for bankruptcy does not give Delphi the right to implement its demands without going through the negotiation and/or court approval processes described below.

Although Saturday’s filing does not give Delphi the right to act immediately to implement its demands, Delphi's filings did include a motion for court approval of a schedule for further discussions between the UAW and the Company, and for ultimate resolution of those issues by the court if necessary. Under the schedule that Delphi submitted to the court, Delphi would provide a formal offer to the UAW and other unions later in October.  If that offer and subsequent discussions do not result in an agreement to modify the labor agreements, Delphi stated it will submit a motion in December asking the court to reject the labor agreements and hold a hearing on the motion in January.

The information Delphi has distributed to our membership accurately described the status of paychecks, vacation pay, pending medical claims and other obligations to employees. As Delphi stated, wages and benefits will continue to be paid in the ordinary course of business. In some cases, court approval is technically required to continue those payments on that basis. Delphi has indicated that they anticipate court approval.   

In the short term, therefore, wages, vacation pay, medical and other benefits should continue to be paid in accordance with the current contract. Any problems with these matters should be raised immediately.

Under bankruptcy law, there are only two ways that wages and benefits can be changed. First, as always, labor agreements can be changed by mutual agreement of the parties. Under the UAW Constitution, any such agreement would be subject to ratification by the membership. Second, if we do not reach and ratify a new agreement, Delphi has the right to submit a motion to the Bankruptcy Court, asking the court to "reject" our labor agreement. Delphi has indicated it will file such a motion in mid-December if no agreement has been reached, and will seek a court hearing on its motion in mid-January.

We will continue to keep you informed as this process unfolds. In the meantime, we are doing everything possible to protect the best interests of our members and their families. 

We urge you to share this information with your membership as quickly as possible. 

Transcripts of Delphi Information which was posted on the Delphi Apollo website for employees.

The following are reprints of the information provided by Delphi to employees regarding the bankruptcy proceedings.  As noted in the article above, the International UAW has reviewed these documents.  They are provided here for our members who do not have access to the Delphi Apollo website.

• DELPHI PRESS RELEASE

• STEVE MILLER LETTER TO EMPLOYEES

• GUIDE TO CHAPTER 11

• EMPLOYEE QUESTIONS AND ANSWERS

UAW statement on Delphi filing for bankruptcy, from www.uaw.org

DETROIT – UAW President Ron Gettelfinger and UAW Vice President Richard Shoemaker today issued this statement on the decision by Delphi Corp. to file for Chapter 11 bankruptcy protection:

“The UAW is deeply disappointed by the decision by the Board of Directors of Delphi Corp. to today file for bankruptcy.

“Delphi’s decision is obviously an extremely bitter pill for the 25,000 Delphi workers represented by the UAW as well as for the thousands of workers represented by other unions and non-union salaried Delphi employees – all of whom have worked hard to try to make Delphi’s U.S. operations successful.

“The UAW is committed to doing everything we possibly can to protect the interests of our active and retired members and their families. Unfortunately, this is not the first time that the UAW has had to deal with a court-ordered corporate restructuring, and we will vigorously use our experience, expertise and resources to represent the interests of UAW-Delphi workers and retirees throughout this process.

“Over the past several months, the UAW has engaged in discussions with Delphi to craft a mutually agreeable approach to the company’s financial problems that would have enabled Delphi to avoid filing for bankruptcy. We made it clear to Delphi that we were willing to continue discussions and to consider a wide range of options. However, from the outset of talks about a possible bankruptcy filing, Delphi made it clear that the UAW alone could not solve the company’s problems. “Delphi today informed the UAW that it was filing for bankruptcy – more than a week before the new federal bankruptcy law will go into effect.

“Delphi’s decision would be extremely disappointing under any circumstances, but it is all the more so in light of the company’s announcement on Friday – just one day before filing bankruptcy -- that it had sweetened the severance packages for Delph’s 21 most highly compensated executives because the old severance package was – as a Delphi spokesperson put it -- ‘uncompetitive.’

“Once again, we see the disgusting spectacle of the people at the top taking care of themselves at the same time they are demanding extraordinary sacrifices from their hourly workers, engineers, administrative and support staff, mid-level managers and others. All of them deserved better from Delphi’s senior executive leadership.”

Plant Update - Monday, August 29, 2005:

On Tuesday August 23, 2005, UAW Vice-President Richard Shoemaker addressed the UAW/Delphi sub council members with an update on the current financial situation facing Delphi and General Motors.  Brother Shoemaker stated that the problems are real, not only to GM and Delphi but to our union as well.

Included in his remarks were specific details of GM and Delphi's continued and increasing losses.  Brother Shoemaker continued his report by telling the council that while there had been discussions with Delphi, those discussions had been limited to just a couple of meetings during which Delphi presented a list of considerations for the union as an alternative to filing bankruptcy.  Included in that list were requests for modifications to current wages, pension, healthcare, employment security and individual local agreements.  In addition to the list, Delphi also indicated that the October 17th, 2005 deadline for filing a chapter 11 bankruptcy reorganization would require decisions to be made by early September.

To address these challenges a team of professionals specializing in corporate law, investment banking, medical, life insurance and stock analysis have been employed by the International Union to assist in analyzing our position.

As Brother Shoemaker continued his remarks he said "It is important for our members to understand that the current problems facing both GM and Delphi are not the fault of our members and that our direction going forward is to preserve as many jobs as possible while maintaining fair wages and benefits for our active and retired members".  He went on to say that he didn't know if it was possible to prevent Delphi from filing Chapter 11 or not given the time frame and that he was not sure what GM's plan was - if any, to assist in addressing the situation.  He also reported that the International Union had recently submitted in writing our position to General Motors in regard to their obligation to maintain Delphi's UAW workers wages, benefits and healthcare at current levels through the term of this agreement.  GM has not yet responded.

Regardless, it is the opinion of Brother Shoemaker that it is better to try, and fail, than to do nothing at all.  He also stated that whatever the outcome there will be a significant change in the way the business is run today.  In closing, Brother Shoemaker committed to continue all efforts to seek the best possible solution to those problems currently facing us and that he will continue to communicate the results of those efforts as they become available.

On a personal note, as your local leadership we understand the apprehension and stress of not knowing what the ultimate outcome will be and we also understand the suspicions that you might have from time to time about information being withheld.  We can only relay to you what has been relayed to us and give you our commitment to share with you any and all information that becomes available to us regardless of it being positive or negative.

With regard to all of the information being circulated by the various media, news articles, TV, internet message boards, etc, while there are probably some facts included in these reports most of the information is just speculation and the opinions of people who are not involved in the actual discussions.  We would ask that you only consider the information that is being passed on to you by the UAW International and Local leadership.

Our chances of successfully meeting the challenges that are facing all of us will be increased through our support for each other and our support for the leadership of our International Union.

We expect that additional information will be forthcoming in the next three or four weeks.  As it is received, that information will be immediately passed on to you.  Thank you for your patience and we urge your continued solidarity.

In Solidarity, 

Joe Buckley - President      Tony Keen - Shop Chairman

Plant Update - June 14th, 2005:

Brothers and Sisters, 

On Thursday, June 9^th, 2005 U.A.W. Vice-President Richard Shoemaker met with the Presidents and Shop Chairmen from both GM and Delphi locals to discuss the current financial problems facing General Motors.  During this meeting, brother Shoemaker reported that General Motors is facing serious problems in relation to increased operating costs while suffering from a continued reduction in market share. 

As a result, GM had recently approached the union with a list of targets and a timetable for their implementation.  Brother Shoemaker stated that he told General Motors that their targets were unacceptable and their timetable was unachievable.

During that same meeting, the union offered to enter into what Brother Shoemaker called “What If” discussions as an alternative to General Motor’s unilateral targets and reported having had some of those discussions over the last few weeks.  Those discussions involved suggestions to reduce operating costs and the cost of benefits.  Brother Shoemaker told the council that General Motors has not responded.

 Brother Shoemaker expressed his opinion that the problems facing General Motors are problems for our institution and our members as well, and that we could not afford to wait until 2007 to address those issues.  He also reported that while Delphi Corporation had also expressed a desire to enter into discussions concerning their situation, there have been no such meetings.  He did go on to say that Delphi’s problems were just as significant and at some point would have to be addressed as well.

 Having reviewed the situation with the delegates, Brother Shoemaker asked for their input and asked if there was support to continue the discussions with GM, with the assurance that any changes to existing agreements would be brought before the council for approval and recommended approval of the GM local memberships.

 After considerable comments from the attending delegates, a motion was passed unanimously to allow Brother Shoemaker and his staff to continue discussions with GM.  As any additional information becomes available, it will be passed along to the membership.

 In addition, a joint meeting of Delphi and the U.A.W. has been scheduled for June 21^st, 2005 in Detroit.  Information from that meeting will also be communicated to the membership as soon as it is available.

 In closing, we know that this is a very difficult time and we share your concerns.  Our best chance in meeting the challenges that lie ahead comes from unity, and we are confident that by maintaining support for our International leadership and for each other we can and will be successful in meeting those challenges together.

 In Solidarity, 

Joe Buckley - President      Tony Keen - Shop Chairman

Meet Cal Rapson, UAW Vice President GM/DELPHI