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P leases trucks to consumers nationwide. Pursuant to an agreement, Ds placed P's orders for classified advertisements in telephone directories. Under the Agreement, Tinsley (D) and P were liable to Donnelley (D) for the cost of the advertising. Donnelley (D) was liable to the publishers of the various directories. The Agreement provided that Tinsley (D) and P would be billed for the ads only after they were published. P filed for reorganization under Chapter 11. Ds claim that the amount owing for ads placed in such directories, $1,311,695.50, should be treated as an administrative expense. The court denied that status and Ds appealed.

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