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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No.: 1
Name of Issuer: EBS Pension, L.L.C.
Title of Class of Securities: Class A Membership Units
CUSIP Number: N/A
(Date of Event Which Requires Filing of this Statement)
December 31, 1999
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
/ / Rule 13d-1(b)
/ / Rule 13d-1(c)
/X/ Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of
Section 18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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CUSIP Number: N/A
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Contrarian Capital Advisors, L.L.C.
2. Check the Appropriate Box if a Member of a Group
a.
b. X
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
682,529
6. Shared Voting Power:
7. Sole Dispositive Power:
682,529
8. Shared Dispositive Power:
9. Aggregate Amount Beneficially Owned by Each Reporting
Person
682,529
10. Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares
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11. Percent of Class Represented by Amount in Row (9)
6.83%
12. Type of Reporting Person
IA; OO
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CUSIP Number: N/A
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Contrarian Capital Management, L.L.C.
2. Check the Appropriate Box if a Member of a Group
a.
b. X
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
304,228
6. Shared Voting Power:
7. Sole Dispositive Power:
304,228
8. Shared Dispositive Power:
9. Aggregate Amount Beneficially Owned by Each Reporting
Person
304,228
10. Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares
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11. Percent of Class Represented by Amount in Row (9)
3.04%
12. Type of Reporting Person
IA; OO
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Item 1(a) Name of Issuer: EBS Pension L.L.C.
(b) Address of Issuer's Principal Executive Offices:
Norwest Bank Minnesota, N.A.
Corporate Trust Services, Legal Markets Group
Sixth and Marquette
Minneapolis, Minnesota 55479
Item 2(a) - (c). Name, Principal Business Address, and
Citizenship of Persons Filing:
Contrarian Capital Advisors, L.L.C ("CCA")
Contrarian Capital Management, L.L.C. ("CCM")
411 West Putnam Avenue
Suite 225
Greenwich, CT 06830
Each Reporting Person is a Delaware limited
liability company.
(d) Title of Class of Securities: Class A Membership
Units
(e) CUSIP Number: N/A
Item 3. If this statement is filed pursuant to Rule
13d-1(b)(1) or 13d-2(b) or (c) check whether the person
filing is:
(a) / / Broker or dealer registered under Section 15 of
the Act,
(b) / / Bank as defined in Section 3(a)(6) of the Act,
(c) / / Insurance Company as defined in
Section 3(a)(19) of the Act,
(d) / / Investment Company registered under Section 8
of the Investment Company Act,
(e) / / Investment Adviser registered under Section 203
of the Investment Advisers Act of 1940,
(f) / / Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund,
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(g) / / Parent Holding Company, in accordance with Rule
13d-1(b)(ii)(G),
(h) / / Savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act,
(i) / / Church plan excluded from the definition of an
investment company under Section 3(c)(14) of
the Investment Company Act,
(j) / / Group, in accordance with Rule 13d-
1(b)(1)(ii)(H).
If this statement is filed pursuant to Rule 13d-1(c), check
this box. / /
Item 4. Ownership.
(a) Amount Beneficially Owned: CCA - 682,529 Class
A Units ("Units"); CCM - 304,228 units.
(b) Percent of Class: CCA - 6.82%; CCM - 3.04%.
(c) CCA - 0 units with shared power to vote or to
direct the vote; 682,529 units with sole power
to vote or to direct the vote; 0 units with
shared power to dispose or to direct the
disposition of; 682,529 units with the sole
power to dispose or to direct the disposition
of
CCM - 0 units with shared power to vote or to
direct the vote; 304,228 units with sole power
to vote or to direct the vote; 0 units with
shared power to dispose or to direct the
disposition of; 304,228 units with the sole
power to dispose or to direct the disposition
of
Item 5. Ownership of Five Percent or Less of a Class.
N/A
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
N/A
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Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported by the
Parent Holding Company.
N/A
Item 8. Identification and Classification of Members of the
Group.
N/A
Item 9. Notice of Dissolution of the Group.
N/A
Item 10. N/A
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in
this statement is true, complete and correct.
CONTRARIAN CAPITAL ADVISORS, L.L.C.
/s/ Jon R. Bauer
_________________________
By: Jon R. Bauer, Managing Member
CONTRARIAN CAPITAL MANAGEMENT, L.L.C.
/s/ Jon R. Bauer
_________________________
By: Jon R. Bauer, Managing Member
Date: February 14, 2000
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AGREEMENT
The undersigned agree that this Amendment No. 1 to Schedule
13G dated February 14, 2000 relating to the Common Stock of EBS
Pension L.L.C. shall be filed on behalf of the undersigned.
CONTRARIAN CAPITAL ADVISORS,
L.L.C.
/s/ Jon R. Bauer
_____________________________
By: Jon R. Bauer, Managing
Member
CONTRARIAN CAPITAL MANAGEMENT,
L.L.C.
/s/ Jon R. Bauer
_____________________________
By: Jon R. Bauer, Managing
Member
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01385001.AP2
