ORDER GRANTING CONDITIONAL CERTIFICATION OF CLASS

IN THE COURT OF COMMON PLEAS OF ALLEGHENY COUNTY, PENNSYLVANIA

THEODORE ORLOWSKI and CIVIL DIVISION LAWRENCE J. GLADORA, on behalf of themselves and all other similarly situated,

Plaintiffs,

v.

ST. FRANCIS HEALTH SYSTEM, ST. FRANCIS MEDICAL CENTER, ST. FRANCIS HOSPITAL CRANBERRY, ST. FRANCIS HEALTH CARE SERVICES, INC and RAYMOND J. KHOURY

Defendants.

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CIVIL DIVISION

No. GD 02-17811

Code: 190

ORDER GRANTING CONDITIONAL CERTIFICATION OF CLASS AS DEFINED IN THE SETTLEMENT AGREEMENT, APPOINTMENT OF CLASS REPRESENTATIVES AND CLASS COUNSEL, APPROVAL OF FORM AND MANNER OF NOTICE, AND SETTING DATES FOR OBJECTIONS AND HEARING

The Court, having considered the Joint Motion For Order Granting Conditional Certification Of Class As Defined In The Settlement Agreement, Appointment Of Class Representatives And Class Counsel, Approval Of Form And Manner Of Notice, And Setting Dates For Objections And Hearing ("Joint Motion"), and good cause appearing, and the parties having made an oral presentation as to this matter on October 17, 2003, the Court hereby:

1. Authorizes the parties to take the procedural steps outlined in the Settlement Agreement and Release ("Settlement Agreement"), which is attached as Exhibit A to the Joint Motion;

2. Finds that the assets of the St. Francis Medical Center Employees' Retirement Plan (the "Pension Plan") and the Pension Plan sponsor, St. Francis Medical Center, are both located in Pittsburgh, Pennsylvania, and that the Orphans' Court Division of the Court of Common Pleas of Allegheny County, Pennsylvania has exclusive jurisdiction over the assets of St. Francis Medical Center as part of the liquidation proceedings pending in that Court at case number 5695 of 2002;

3. Conditionally certifies the Class pursuant to Pa. R. Civ. P. 1702, 1708, 1709 and 1711, and finds appropriate a class defined to include: "all persons presently entitled to a vested benefit from the Pension Plan, which is payable now or in the future, but excluding participants for whom the Pension Plan previously purchased annuities."

4. Concludes that this shall be a mandatory class such that the right to self-exclusion by individuals who fall into the above-defined class is limited because:

a. The members of the class have joint, as distinguished from several interests, in the subject matter and their joinder is compulsory pursuant to Pa. R. Civ. P. 2227(a); and/or

b. Under the facts of this case, disposition of the claims of all members in one action outweighs the individual right to self-exclusion because, inter alia:

- the rights of class members are dependent on the resolution of contractual construction;

- if tried separately, the danger of inconsistent decisions with respect to individual members is great;

- the receivership status of defendants support a mandatory class; and

- considerations of judicial economy support the disposition of all claims in one action.

5. Appoints Plaintiffs as Class representatives, and appoints the following attorneys as counsel for the Class: Specter Specter Evans & Manogue, P.C., and attorneys William T. Payne, Edward Olds and John Stember;

6. Approves providing mailed notice by U.S. mail, First Class, postage prepaid, of the proposed settlement to the Class Members, a copy of which is attached as Exhibit 1 of the Settlement Agreement and publication notice, a copy of which is attached as Exhibit 2 of the Settlement Agreement. The Court directs that mailed notice is to be mailed on October 21, 2003, and orders that the Liquidating Receiver of St. Francis Medical Center file with the Court, contemporaneously with the mailing, a certification, that he has provided Class Counsel with a list showing the names and addresses of the persons to whom mailed notice was sent. The Court further orders that publication notice is to be completed within 21 days hereof, and orders the Liquidating Receiver to file with the Court, contemporaneously with the publication, a certification that this requirement has been met;

7. Sets a deadline for Class Members to object to the proposed settlement on or before November 21, 2003;

8. Sets a date for Plaintiffs, Class Counsel and Defendants to respond to any objections, and to provide the objectors with the responses, no later than November 26, 2003;

9. Sets a date for hearing on the anticipated motion for final approval of the Settlement Agreement and for Class Certification for November 26, 2003, beginning at 10:00 AM before the Honorable Frank J. Lucchino, at 17th Floor Frick Building Grant Street and Forbes Avenue, Pittsburgh PA 15219.

BY THE COURT:

DATED: October 20, 2003 /s/ Frank J. Lucchino , A. J.

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