SECURITIES AND EXCHANGE COMMISSION Washington, D.C. SECURITIES EXCHANGE ACT OF 1934 RELEASE NO. 34-37043 / March 29, 1996 The Securities and Exchange Commission announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the "Exchange Act"), of over-the-counter trading of the cancelled common stock of The Enstar Group, Inc. ("Enstar"), of Montgomery, Alabama, at 3:00 p.m. (EST) on March 29, 1996, and terminating at 2:59 p.m. (EST) on April 11, 1996. The Commission temporarily suspended trading in the cancelled common stock of Enstar because of a lack of current and accurate information concerning Enstar, which is currently a debtor-in- possession pending liquidation pursuant to Chapter 11 of the U.S. Bankruptcy Code. On May 31, 1991, Enstar filed for bankruptcy protection in U.S. Bankruptcy Court for the Middle District of Alabama. On February 24, 1992, the bankruptcy court approved a plan to liquidate and dissolve Enstar. This plan provided: "Effective upon [June 1, 1992], all Common Stock shall be cancelled and the holders of Shareholder Interests shall receive nothing on account of such Shareholder Interests, which shall be discharged." On June 9, 1992, Enstar filed with the Commission a certificate of termination of registration of its common stock. Because of a change in the value of Enstar's assets, on August 25, 1993, without reinstating the cancelled common stock, the court approved a modification to the plan whereby Enstar's shareholders of record as of June 1, 1992, could potentially receive distributions and proceeds from any property in the bankruptcy estate after "such time as the holders of [specified priority claims] that are entitled to receive Property pursuant to [the plan] have been paid in full [plus accrued interest]." The modification specifically prohibited the trading or transfer of any claims, including Shareholder Interests, absent authorization from either Enstar or the court. Therefore, according to the bankruptcy plan, unless a claim transfer has been authorized by Enstar or the bankruptcy court, current holders of Enstar's cancelled common stock who were not also shareholders of record on June 1, 1992, may not be entitled to receive distributions or any proceeds from the liquidation of Enstar's property. The Commission cautions broker-dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company. Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of ==========================================START OF PAGE 2====== the provisions of the rule. If any broker or dealer has any questions as to whether or not he has complied with the rule, he should not enter any quotation but immediately contact the staff of the Securities and Exchange Commission in Washington, D.C. If any broker or dealer is uncertain as to what is required by Rule 15c2-11, he should refrain from entering quotations relating to Enstar's cancelled common stock until such time as he has familiarized himself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action. If any broker-dealer or other person has any information which may relate to this matter, the Washington, D.C. office of the Securities and Exchange Commission should be telephoned at (202) 942-4342.