"The board and management continue to revitalize Foamex, build on its solid operational base and position the company to take advantage of the improving economic environment," Mabus said. "In addition, the Board is reaffirming its commitment to strong corporate governance, ensuring the consistency of its performance, and maintaining investor confidence."

In connection with Cogan's separation agreement, Foamex expects to record a one-time charge of approximately $1.4 million in the first quarter of 2004. This charge will be substantially offset by amounts previously accrued related to the retirement provisions of Cogan's employment agreement.

Mabus, 55, and has been a director of Foamex since August 2000. He also currently serves as a director of Kroll Inc. and manages his family's timber business. He served as governor of Mississippi from 1988-1992, and also served as U.S. Ambassador to Saudi Arabia from 1994-1996. Prior to his governorship, Mabus was State Auditor for Mississippi from 1984-1988, and he worked as chief assistant to former Gov. William Winter from 1980-1983.