The Paper, Allied-Industrial, Chemical and Energy Workers International Union (PACE) has 120 members employed at a calcium carbonate processing plant in Sylacauga, Alabama by Georgia Marble Co., a Kennesaw, Georgia-based manufacturer of industrial minerals. PACE also represents about 500 other Georgia Marble workers at a kaolin facility in Elberton, Georgia, and another 45 people at a plant in Jeffersonville, Georgia. Georgia Marble is a leading producer of high quality limestone products, calcium carbonate and marble with operations in the northeast, southeast, and western United States. Georgia Marble is a wholly-owned subsidiary of DBK Minerals, Inc. which, in turn, is a wholly-owned subsidiary of Imetal S.A., a Paris, France-based multinational corporation.

In spring 1999, Imetal announced it was acquiring English China Clays PLC (ECC), a Reading, United Kingdom-based industrial minerals multinational corporation, for £756 million ($1.24 billion), and began consolidating ECC with Georgia Marble. ECC has a non-union crushed stone processing plant with 280 workers across the road from the PACE-represented Georgia Marble plant in Sylacauga, Alabama. Imetal now contends that the two facilities are a single work site, and that therefore PACE no longer represents a majority of the (combined) plants, and is therefore withdrawing recognition.

The post-merger Georgia Marble has an estimated $3.3 billion in annual sales, and gives Imetal a 52% world market share of paper-grade kaolin. The company is the largest producer of marble and calcium carbonate products in the world. In order to obtain U.S. regulatory approval, Imetal said in late-April 1999 that it would sell its hydrous kaolin plant in Sandersville, Georgia, ECC's US-based Minco, a fused silica and magnesia producer, and some calcining kaolin capacity in the United States. Pursuant to this commitment, the U.S. Justice Department tentatively approved the acquisition on April 27, 1999. Due to the intervention of PACE, however, the Justice Department has extended the public comment period on the merger and has not yet given its final approval.

Prior to the sale of English China Clays to Imetal, ECC was run by Dennis Rediker, its chief executive officer and major shareholder. After Imetal acquired ECC, Rediker was made a Georgia Marble vice president and put in charge of its Pigment Division. PACE believes that purging union workers has been a hallmark of ECC. ECC purchased its Sylacauga Maretta-Hera's plant in the early 1990's, buying the plant during contract negotiations. Upon ECC taking control of the facility, union workers were dismissed. In 1994, ECC purchased Anglo-American Clays Corp. in Sandersville, Georgia; PACE believes Dennis Rediker was responsible for laying off 150 workers at the plant with no concern for seniority. According to some sources at the plant, workers who had outstanding insurance claims were fired.

In the summer of 1999, Imetal began laying off union employees and transferring work to non-union plants. The most dramatic layoff occurred at the unionized Jeffersonville plant. Imetal carried out this layoff without bargaining, which is illegal in the U.S. PACE believes the layoff was company retaliation against the union's decision to conduct an organizing drive among non-union ECC workers at the Sylacauga plant and to intervene in the U.S. Justice Department approval process concerning the Imetal acquisition of ECC. Imerys' acquisition of ECC has not yet received final approval in the U.S.

PACE has filed charges with the U.S. government for Imerys' alleged illegal activity. Included among the charges are: illegal changes in working conditions without bargaining with the union; use of threats and intimidation against workers for engaging in union activity; and harassing and threatening workers due to their union support. The U.S. government is currently reviewing these charges.

DBK Minerals, Inc.

DBK Minerals, Inc., the parent company of Georgia Marble, is a wholly-owned subsidiary of Imetal S.A. Based in the United States, DBK also owns Dry Branch Kaolin Company. DBK also owns a 44% minority share in Rio Capim Caulim, a Brazilian kaolin producer.

Imerys

Imerys is a Paris, France-based multinational corporation with subsidiaries in the industrial minerals, metals processing, and building materials industries. It is the number one maker of slate and clay roof tiles in France and operates in fifteen countries. Imerys' chairman is Rene Mitieus and its CEO is Patrick Kron. The company employed 9,933 people worldwide in 1997. In 1997, Imetal had annual sales of $1.84 billion, of which 39% was produced by the industrial minerals division, 35% by the metals processing division, and 26% by the building materials division. Net income in 1997 was $103.5 million. Besides DBK Minerals, Inc., its industrial minerals subsidiaries include the following:

• Stratmin, in Lac-des-Iles, Quebec, Canada, produces graphite, and employs 93 workers.

• Plibrico S.A., with 700 employees worldwide, is based in Luxembourg. It produces monolithic refractories for the heating industry. Plibrico, through an array of subsidiaries, operates production facilities in Austria, Germany, Hungary, Spain, the Netherlands, the United Kingdom, Venezuela, and South Africa.

• Timcal G&T, in Bodio, Switzerland, employs 185 workers. It produces graphite powders and carbons, silicon carbide, and graphite-based lubricants.

• Damrec, with production sites in Spain and South Africa, manufactures clays and andalusites.

• KPCL, based in France, is a major manufacturer in that country of porcelain and other ceramic products.

• Mircal, based in France, is a distribution company for clays and industrial minerals produced by other subsidiaries of Imetal.

Groupe Bruxelles Lambert S.A.

Groupe Bruxelles Lambert S.A. (GBL) is a Brussels, Belgium-based holding company jointly controlled by two wealthy families- the Frère family of Belgium, and the Desmarais family of Montreal, Quebec, Canada. Baron Albert Frère, the patriarch of his family, is chairman of the board and managing director. His son Gerald Frère is also an officer and member of the board of directors. The patriarch of the Desmarais family- Paul Desmarais Sr.- is Albert Frère's partner. Paul's son- André Desmarais and Paul Desmarais Jr.- are also officers and members of the board of directors. Aside from the five principal family members, very few other people are involved in GBL's day-to-day portfolio strategy decisions, according to company insiders.

In a 50%-50% partnership with the Bertelsmann media conglomerate of Germany, GBL owns CLT-UFA, a Luxembourg-based TV and radio station group that is now Europe's largest multimedia corporation (22 TV channels, 22 radio stations in twelve countries). It also wholly or partially owns a number of other radio and television stations in Europe under the RTL brand. The group has significant energy industry holdings in Europe, the U.S., and Canada. It owns a 75% controlling interest in Electrafina, a holding company of electric utilities. It owns Rockland Pipeline Company, based in Houston, Texas; American Cometra, Inc., a Fort Worth-based oil and gas company; Canadian Cometra, Inc., in Calgary, Alberta; and Canrock Pipeline Company Ltd., also based in Calgary. The group recently disposed of its powerful interests in Royal Belge S.A., the insurance giant, and Banque Bruxelles, and appears to be moving strategically towards technology and media, rather than the industry and financial sectors.

Groupe Bruxelles Lambert had net earnings of $469.4 million in 1996. The company's assets were valued at $5.27 billion in 1996. The company is owned 48.9% by Pargesa Holding S.A.

Pargesa Holding S.A.

Headquartered in Geneva, Switzerland, Pargesa Holding S.A. is one of the most powerful investment holding companies in Europe. Like GBL, it is also jointly owned and controlled by the Frère and Desmarais families. Pargesa (Paribas-Geneve S.A.) was created out of the Swiss subsidiary of Compagnie Financière de Paris et de Pays Bas, the French investment banking company known as Paribas. Paul Desmarais Sr. made his first foray into Europe in the late 1970s with a $20 million investment for a 2.3% share of Paribas. Through that investment he met Albert Frère, another Paribas investor who owned a 2% stake. In the early 1980s, French President Francois Mitterand moved to nationalize Paribas. To avoid the French government's plans, Desmarais and Frère transferred their Paribas holdings to Swiss-based Pargesa. Frère made a killing by buying up Paribas shares when they sank on news of Mitterand's nationalization plans. By 1989, Frère and Desmarais had acquired control of 50% of Pargesa. The Desmarais-Frère alliance then seized operational control of Pargesa, and subsequently steered the corporation away from banking and insurance into heavy industry, communications, and utilities.

Pargesa holds a significant stake (6.8% as of June 1999) in Totalfina, the Belgian-French petroleum multinational corporation formed from the merger of Total and Petrofina. It also holds an 11.5% control (4.2% interest) of Suez Lyonnaise des Eaux, a 54.5% control (36.7% interest) in Imetal, a 49% control (9.3% interest) in CLT-YUFA media corporation, and an 83.7% control and interest in Orior Holding, S.A., a Swiss-based holding company. Paul Desmarais Sr. is the chairman of the group, while Albert Frère is the vice-chairman. Gerald Frère, Albert's son, is one of three general managers who oversee day-to-day operations, and Paul Desmarais Jr. is also an officer.

Pargesa has four wholly-owned subsidiary holding companies, Pargesa Bank Corp., Pargesa Netherlands B.V., Pargesa Luxembourg S.A. and Financière du Parc B.V. The assets of the Pargesa Group are further distributed between dozens of holding companies. Despite the complexity of this web, the group is evidently highly centralized in terms of command and control.

Parjointco N.V.

This Netherlands-based holding company is the instrument for the partnership between the Frère and Desmarais families. Desmarais' Power Financial Corp. holds a 50% interest in Parjointco, while Frère's company CNP holds the other 50%. Parjointco holds a voting interest of 62.4% and an equity interest of 55% in Pargesa Holding S.A. The Desmarais and Frère families are connected by a partnership agreement, which was recently extended from an expiration date of 2001 to 2014.

Power Financial Corp.

Power Financial Corp. controls Canada's largest mutual funds company, Investors Group, and Great-West Lifeco, Canada's largest life insurance company. Power Corp. of Canada owns 67.7% of Power Financial Corp.

Power Corporation of Canada

The Desmarais family controls Power Corporation of Canada, and the brothers André and Paul Desmarais Jr. are the current co-CEOs, and Paul Jr. is the chairman. Power Corp. employs 15,500 workers and in 1998 had net earnings of $420 million (Canadian). The "power" in Power Corp. refers to political and financial power, not electrical utilities. Power Corp's holdings are concentrated in financial services and the media.

The communications segment of the corporation contributed net income of $14 million (Canadian) in 1998. Power Corp. subsidiary Power Broadcasting operates three TV stations and 17 radio stations. Gesca Limitée, a Power Corp subsidiary, publishes four daily newspapers in Quebec, including La Presse. In 1993, the company bought a sizable share of newspaper publisher Southam Inc. In 1998, André Desmarais announced at the annual shareholders' meeting that Power Corp. wanted to increase its presence in the communications industry by acquiring additional newspapers and broadcasting facilities in Quebec and Ontario.

Power Corp. is intimately connected to current and former high-ranking officials in the Canadian government and in the governments of some European countries. Former Ontario premier Bill Davis is a director of the corporation; its international advisory board includes former Canadian Prime Ministers Brian Mulroney and Pierre Trudeau, former German Chancellor Helmut Schmidt and former French Prime Minister Edouard Balladur. John Rae, who was electoral campaign director for the federal Liberal Party for the 1997 campaign, is executive vice president of Power Corp. Paul Martin, who is now Finance Minister of Canada, worked for years for Power Corp. before buying out its holding in Canada Steamship Lines. Maurice Strong, Brian Mulroney, and Paul Desmarais have worked together to invest in small coal-fired power plants in the south of China.

Compagnie Nationale de Portefeuille (CNP), Fibelpar, Erbe, and Frère-Bourgeois