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APS Holding Corporation Announces Sale of Certain Assets

10 September 1998

APS Holding Corporation Announces Sale of Certain Assets; Three Asset Sale Transactions Designed to Reduce Bank Debt

    HOUSTON, Sept. 10 -- APS Holding Corporation
(OTC Bulletin Board: APSIQ) today announced that it has entered into
agreements for the sale of 10 distribution centers and the assets of
142 company-owned stores through three separate sale transactions.  The
proposed transactions, which are subject to bankruptcy court approval and
certain other conditions, are expected to realize in the aggregate in excess
of $100 million.  The funds will be used by APS to reduce its bank debt.
    General Parts, Inc. ("GPI") and BWP Distributors Inc. ("BWP"), which
operate under the brand name CarQuest, will purchase the largest group of
assets.  Under the terms of its purchase agreement, GPI will acquire
8 distribution centers and the assets of 125 Big-A company-owned stores
serviced by these distribution centers.  The Distribution Centers GPI is
acquiring are located in Albuquerque, NM, Phoenix, AZ, Salt Lake City, UT,
Denver, CO, Great Bend, KS, Omaha, NE, Indianapolis, IN and Winchester, VA.
Under the terms of its purchase agreement, BWP will acquire APS' Philadelphia,
PA Distribution Center and the assets of 17 Big-A company-owned stores
serviced by this distribution center.
    Under the terms of a separate purchase agreement, The Parts Source, Inc.
("PSI") will acquire APS' Ocala, Florida distribution center.
    According to Bettina M. Whyte, APS Chief Executive Officer, there will be
no interruption in service to the locations affected by the proposed asset
sales.  During the pre-closing period, APS will continue to operate the assets
and will operate its business at these locations in the normal manner.
Additionally, APS expects that most of the affected employees will be offered
positions with the acquiring companies.
    Following these sales, which are anticipated to close by the end of
October, APS will continue to operate 13 distribution centers and
212 company-owned stores under the Big A and Big A Express banners.
Additionally, APS will continue to provide service to approximately
760 associated jobbers.
    "The proceeds from these asset sales present APS with an opportunity to
significantly reduce its bank debt," said Ms. Whyte.  "These sales are also
likely to preserve important distribution channels in the auto parts industry
and will also preserve a significant number of APS employee jobs."  Ms. Whyte
added, "In the meantime, we will continue to focus our attention on providing
the highest quality of service to our network of loyal associated jobbers, as
well as local installers, through our remaining Distribution Centers and
company-owned stores."
    APS Holding Corporation is a national distributor of Big A brand and
manufacturer branded automotive replacement parts, as well as tools,
equipment, supplies and accessories.  It sells to approximately
1500 associated auto parts stores through 23 distribution centers (including
the 10 being sold as discussed above) and operates approximately
354 company-owned stores (including the 142 being sold as discussed above)
under the Big A and Big A Express trade names.
    This news release contains forward-looking statements that involve risks
and uncertainties.  Actual results, events and performance could differ
materially from those contemplated by these forward-looking statements.  Among
the factors that could cause actual results, events and performance to differ
materially are risks and uncertainties discussed in this news release and
those detailed from time to time in the Company's filings with the Securities
and Exchange Commission, including the Company's annual report on Form 1O-K
for the fiscal-year ended January 31, 1998 and the Company's quarterly report
on Form 1O-Q for the quarterly periods ended April 25, 1998 and July 25, 1998
and in the Company's other public reports and statements.