EXHIBIT F

EXHIBIT F

SHAPIRO SHER GUINOT & SANDLER
Joel 1. Sher Md Bar No. 00719
36 S. Charles St., 20 `h Floor
Baltimore, MD 21201
(410) 385-0202
-and-
FAR.RE.LL FRITZ, P.C.
Louis A. Scarcella (LS-3479)
1320 Reckson Plaza
Uniondale, N.Y. 11556-0120
(516) 227-0767
Attorneys for William F'. Ger-itz and
The Kilnoise Claimants
CADWALADER, WICKERSHAM & TAFT LLP
John H. Bae (JB-4792)
One World Financial Center
New York, NY 10281
(212) 504-6013
Attorneys for Pfizer, Inc.
SCHULTE ROTH & ZABEL LLP
Lawrence Gelber (LG-9384)
919 Third Avenue
New York, NY 10022
(212) 756-2460
Attorneys for Quigley Company, Inc.
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
In re
QUIGLEY COMPANY, INC.
Debtor.
Chapter 11
Case No. 04-15739
STIPULATION AND CONSENT ORDER RESOLVING
MOTION OF WILLIAM F. GERITZ AND THE KILNOISE
CLAIMANTS FOR RELIEF FROM INJUNCTION
EXHIBIT F

WHEREAS, on September 3, 2004 (the "Petition Date'), Quigley Company, Inc.
("Quigley) filed a petition for relief under chapter 11 of the Bankruptcy Code, and on the
Petition Date Quigley also filed a Motion for an Order Pursuant to Sections 105 (a) and 362
(a) of the Bankruptcy Code and Bankruptcy Rule 7065 Confirming Application of the
Automatic Stay and Granting a Preliminary Injunction and a Temporary Restraining Order
(the "PI Motion ); and
WHEREAS, pursuant to the PI Motion, the Court entered an Injunction Pursuant to I I
U.S.C. §§ 105 (a) and 362 (a) and Federal Rules of Bankruptcy Procedure 7065 (the "Section
105 Injunction"), which provides, among other things, that any party that demonstrates to the
Court, and as to which the Court finds, that (1) the party holds a Pfizer-only Claim (as defined
in the Section 105 Injunction); and (2) the Shared Insurance Policies or the funds in the
Insurance Trust (each as defined in the Section 105 Injunction) could not be diminished or
impaired in any way by the prosecution of the Pfizer-only Claim, may obtain relief from the
order; and
WHEREAS, prior to the Petition Date, William F. Geritz, 111, Patrick S. Geritz and
Jocelyn Geritz Held, Individually and as the Personal Representatives of the Estate of William
F. Geritz, Jr. ("Geritz') entered into separate settlement agreements, one with Quigley and one
with Pfizer, pursuant to which (i) Pfizer agreed to pay to Geritz the sum of $285,000 to settle
personal injury claims made by Geritz (the "Pfizer Settlement Agreement"), and (ii) Quigley
agreed to pay to Geritz the sum of $665,000 to settle personal injury claims made by Geritz (the
"Quigley Settlement Agreement"); and
WHEREAS, .Kateri Ellison, Individually and as the Personal Representative of the
Estate of Lary C. Ellison; Joan T. Ensor, Individually and as the Personal Representative of the
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Estate of Hoover E. Ensor; David and Carol Goss; Sandra Cornwell, as the Personal
Representative of the Estate of Mack Hartman; Joseph Edward Hawkins, Jr., Individually and
as the Personal Representative for the Estate of Joseph Edward Hawkins, Sr.; Shirley Ellen
Koehne, Individually and as the Personal Representative of the Estate of John D. Koehne;
Vivian Mountney, Individually and as the Personal Representative of the Estate of George
Mountney; Roger S. Weinberg and Cheryl A. Schattall, as Personal Representatives of the
Estate of James P. Olszewski; Antonina Parisi, Individually and as the Personal Representative
of the Estate of Carmclo Parisi; Willis Henderson Pope and Dorothy Louise Pope; George S.
Cantler, Jr, as the Personal Representative of the Estate of Clinton Purner; Carol Tezyk,
Individually and as the Personal Representative of the Estate of Stanley Tezyk; Rosemarie
Carroll, Individually and as the Personal Representative of the Estate of Donald Charles
Carroll; Melvin Hauer; Doris Hayes, Individually and as the Personal Representative of the
Estate of Clifton E. Hayes, Jr.; Mary Tarkir, Individually and as the Personal Representative of
the Estate of Richard Anthony Tarkir; Gary Thompson and Ilka Thompson; and Teresa Weisz,
Individually and as the Personal Representative of Mark Weisz (collectively, the `Kilnoise
Claimants"), have asserted, among other claims, direct, non-derivative claims against Pfizer
arising from their exposure to an acoustic plaster known as Kilnoise and resultant personal
injuries (the "Kilnoise Claims'); and
WHEREAS, on or about October 6, 2005, Quigley filed its Third Amended Plan Of
Reorganization Under Chapter I I Of The Bankruptcy Code (the "Plan'"); and
WHEREAS, under the terms of the Plan direct claims against Pfizer (such as the Pfizer
Settlement Agreement and the Kilnoise Claims) are not channeled to the section 524(g) trust to
be established pursuant to the Plan (the "Plan Trust') and are not subject to treatment under the
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Plan. rather these claims will be unaffected by the confirmation of the Flan and will remain
viable to the extent they exist against Pfizer; and
WHEREAS, on or about December 16, 2005 Geritz and the Kilnoise Claimants moved
for relief from the Section 105 Injunction (Motion for Relief) in order to be allowed to pursue
and/or liquidate their respective claims against Pfizer; and
WHEREAS, Pfizer, Quigley, Geritz and the Kilnoise Claimants are now willing to
resolve their disputes regarding the Motion for Relief on the terms set forth below, provided
those terms are approved by the Court.
NOW, THEREFORE, in light of the recitals above and the consents of the parties
evidenced below, and for good cause shown, and the Court finding that the relief requested is in
the best interests of the Debtor, its creditors and its bankruptcy estate, it is by the United States
Bankruptcy Court for Southern District of New York, Agreed, Stipulated to and
ORDERED, that, within twenty (20) days of the date of the entry of this Order, Pfizer
shall pay to Geritz, in full satisfaction of all sums owed under the Pfizer Settlement Agreement,
the sum of $285,000, and it is further
ORDERED, that the claims of Geritz as liquidated pursuant to the terms of the Quigley
Settlement Agreement shall be channeled to the Plan Trust and treated and paid pursuant to the
terms of the plan of reorganization that is confirmed for Quigley by the Court, without the need
for further supporting documentation; and it is further
ORDERED, that that all requests for discovery served upon Pfizer and Quigley by the
Kilnoise Claimants shall be deemed withdrawn, and the motion by Pfizer and Quigley for a
protective order and for sanctions and the Motion for Relief shall be dismissed without
prejudice, subject to the right of the Kilnoise Claimants to seek relief from the Section 105
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Injunction f the Effective Date of the Plan has not occurred on or before August 1, 2006, and it
is further
ORDERED that Pfizer shall consent to any request made by Shirley Ellen Koehne,
Individually and as the Personal Representative of the Estate of John D. Koehn, to continue the
case currently pending in the Circuit Court of Baltimore City entitled Koehne v. A.0. Smith
Corporation, et al., Case No. 24-X-03-0011$7, and to transfer said case from the October 2006
Trial Group to the October 2007 Trial Group, and the Koehne plaintiffs shall take appropriate
action to effectuate the continuance and the transfer.
Dated: April 25, 2006
Baltimore, MD
-and-
Dated: April 25, 2006 By: s/ Louis A. Scarcella
Uniondale, NY Louis A. Scarcella (LS-3479)
Farrell Fritz, P.C.
1320 Reckson Plaza
Uniondale, N.Y. 11556-0120
(516) 227-0767
Attorneys for William F. Geritz and
The Kilnoise Claimants
Dated: April 25, 2006 By: John H. Bae
New York, NY John H. Bae (JB-4792)
Cadwalader, Wickersham & Taft LLP
One World Financial Center
New York, NY 10281
(212) 504-6013
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By: s/ Joel 1. Sher
Joel 1. Sher Md Bar No. 00719
Shapiro Sher Guinot & Sandler
36 S. Charles St., 201h Floor
Baltimore, MD 21201
(410) 385-0202
Attorneysfor Pfizer, Inc.

Dated: April 25, 2006 By: s/ Lawrence Gelber
New York Lawrence Gelber (LG-9384)
Schulte Roth & Zabel LLP
919 Third Avenue
New York, NY 10022
(212) 756-2460
SO ORDERED
This 9th clay of May, 2006
/s/ STUART M. BERNSTEIN
HONORABLE STUART M. BERNSTEIN
UNITED STATES BANKRUPTCY JUD
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Attorneys for Quigley Company, Inc.