---

Cambridge Reaches Agreement on Sale to Meridian Automotive Systems

10 May 2000

Cambridge Industries, Inc. Reaches Agreement on Sale to Meridian Automotive Systems; Transaction to be Completed Under Voluntary Chapter 11

    MADISON HEIGHTS, Mich., May 10 Cambridge Industries' Board
of Directors today announced that it has entered into a definitive agreement
to sell substantially all of the company's assets and operations to Meridian
Automotive Systems, Inc. of Dearborn, Michigan.  The sale is expected to close
early in the Third Quarter.
    To consummate the sale, the company also announced that it has filed
voluntary petitions under Chapter 11 in the United States Bankruptcy Court for
Delaware.  The company has received a commitment from its existing bank
lending group for $50 million of debtor-in-possession (DIP) financing.  This
action is expected to provide adequate funding for the payment of post-
petition suppliers, employee and capital spending obligations, as well as the
costs associated with the sale and restructuring process.  An interim hearing
to approve the DIP financing is scheduled this week.  The sale of the company
is subject to bankruptcy court approval.  A hearing date to approve the sale
will be set shortly.
    "We are pleased to have entered into a definitive agreement with Meridian,
and look forward to a smooth and swift conclusion to the sale process," said
Richard Crawford, founder and chairman of Cambridge Industries.  "Implementing
the sale under the protection of the bankruptcy court is the best way for the
company to preserve value for all of its constituencies-creditors, employees,
customers and suppliers.
    "The Chapter 11 filing, which was voluntary, will allow Cambridge to
operate without disruption and the DIP financing will enable us to satisfy our
ongoing obligations to customers and suppliers while we finalize the sale
process," said Crawford.  "Importantly, we will continue to meet our capital
expenditure needs, pay all employee wage and benefit obligations in the
ordinary course of business, and keep our union agreements intact."
    "We are delighted to join in this announcement and welcome the customers,
suppliers and employees of Cambridge as we combine two of the leading
suppliers to the automotive industry into one with sales approaching $1.2
billion," added Robert Barton, chairman, president and CEO of Meridian.
"Cambridge is clearly a leader in the market for plastic composite components,
and the integration of our two companies will result in an enterprise having
the resources necessary to drive growth and profits.  This acquisition
supports Meridian's strategy to be a global leader in automotive exterior
systems and selected interior modules."
    Terms of the transaction will be included in filings made with the
bankruptcy court today.  The purchase price for Cambridge's assets includes
approximately $363.1 million in cash and the assumption by the purchaser of
certain current and accrued liabilities and other employee-related
obligations, including certain adjustments.
    As a result of the Chapter 11 filing, Cambridge will cease interest
payments on its $100 million principal amount of publicly traded debentures.