Transtar Holdings, L.P. and Transtar Capital Corporation Closes Offer for all of their outstanding Series B 133/8% Senior Secured Discount Notes.

Business Editors

MONROEVILLE, Pa.--(BUSINESS WIRE)--March 23, 2001

Transtar Holdings, L.P. ("Transtar Holdings") and Transtar Capital Corporation ("TCC") announced today the successful completion of the offer and consent solicitation for all of the total outstanding principal amount of their Series B 133/8% Senior Secured Discount Notes due 2003 (the "Notes") and has accepted for payment all Notes validly tendered. The acceptance of and payment for tendered Notes and consents delivered was subject to certain conditions, all of which have been satisfied, including: (i) there being validly tendered and not validly withdrawn at least a majority in aggregate principle amount of the outstanding Notes, (ii) execution of the Supplemental Indenture (as hereinafter defined) containing the proposed amendments following receipt of the requisite consents, (iii) Transtar Holdings' determining in its sole discretion that all of the conditions precedent to the closing of the reorganization agreement have been satisfied, (iv) consummation of the refinancing resulting in at least $245.9 million of gross proceeds to Transtar Holdings and Holdings' Companies (as hereinafter defined) and (v) satisfaction of the certain general conditions.

Transtar Holdings and TCC were advised by United States Trust Company of New York, acting as depositary for the offer for the Notes that, as of 5:00 p.m., New York City time, on March 8, 2001, 100% of the outstanding principle amount of the Notes had been validly tendered and not withdrawn, and that the requisite consents have been delivered and not revoked. Accordingly, upon the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated February 23, 2001 (the "Offer"), Transtar Holdings, TCC and the trustee under the indenture governing the Notes executed a supplemental indenture dated March 12, 2001 (the "Supplemental Indenture") with respect to the Notes that eliminated certain covenants and amended certain provisions of the indenture governing the Notes. These amendments become operative today, as the offer to purchase has expired and Transtar Holdings and TCC have accepted the validly tendered Notes.

Upon the terms and subject to the conditions set forth in the Offer, today the Company purchased all the Notes, which will be the Payment Date, pursuant to the Offer. The total consideration for each $1,000 principal amount of Notes validly tendered and accepted for payment is $1,031.25, which includes a consent payment of $1.53 per $1,000 principal amount of Notes for which a valid consent was received by 5:00 p.m., New York City time, on February 8, 2001. In addition to receiving the total consideration, tendering holders will receive accrued and unpaid interest to, but not including, the payment date.

Credit Suisse First Boston Corporation ("CSFB") acted as Solicitation Agent for the solicitation. The depositary is United States Trust Company of New York. Questions regarding the solicitation can be addressed to CSFB at [phone] (toll free) or [phone] (collect). Requests for information may be addressed to MacKenzie Partners, Inc., the Information Agent at [phone] (toll free) or [phone] (collect).

Transtar Holdings is a holding company originally formed for the purposes of holding, directly or indirectly, all of the outstanding capital stock of Transtar, Inc. ("Transtar") held by affiliates of the Blackstone Group. Transtar is composed of two business groups, the railroad group and the marine group. TCC is a wholly-owned subsidiary of Transtar Holdings. On October 4, 2000, Transtar Holdings entered into a Reorganization and Exchange Agreement (the "Reorganization Agreement") with USX Corporation ("USX") and Transtar, Inc. ("Transtar") regarding the reorganization of Transtar. In the Reorganization, Transtar Holdings, has exchanged all of its shares in Transtar for 100% of the ownership of four direct Transtar subsidiaries--Bessemer and Lake Erie Railroad Company; the Duluth, Missabe and Iron Range Railway Company; the Pittsburgh & Conneaut Dock Company; and USS Great Lakes Fleet, Inc. and their respective direct and indirect subsidiaries (collectively, the "Holdings Companies"). As a result of this transaction, USX has become the sole owner of Transtar and its remaining direct subsidiaries--the Birmingham Southern Railroad Company; the Elgin, Joliet and Eastern Railway Company; the Lake Terminal Railroad Company; the McKeesport Connecting Railroad Company; the Mobile River Terminal Company, Inc.; the Union Railroad Company; the Warrior and Gulf Navigation Company; and Tracks Traffic and Management Services, Inc., and their respective direct and indirect subsidiaries (collectively, the "Transtar Subsidiaries"). The Reorganization will allow USX and Transtar Holdings to follow their independent strategies for the units they will control. Transtar Holdings' only business activity is its investment in the Holdings Companies.

This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to the Notes.

This press release contains certain forward-looking statements. These forward-looking statements generally can be identified by the context of the statement or the use of words such as Transtar Holdings, TCC or their respective managements "believe", "anticipate", "intend", "expect", "plan", or words of similar meaning. Similarly, statements that describe Transtar Holdings' or TCC's future plans, objectives, strategies or goals are forward-looking statements. Although the management of each of Transtar Holdings and TCC believes that the assumptions underlying the forward-looking statements are reasonable, these assumptions and the forward-looking statements are subject to various factors, risks and uncertainties, many of which are beyond the control of Transtar Holdings or TCC, including but not limited to, uncertainties concerning the completion of the transactions contemplated above and the availability of financing therefore. Accordingly, actual results could differ from those contemplated by the forward-looking statements contained in this press release.