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FOR IMMEDIATE RELEASE



For Further Information:



Howard N. Feist

Chief Financial Officer

(609) 584-3586





       CONGOLEUM CORPORATION SEEKS BONDHOLDERS' CONSENT TO AMEND INDENTURE



MERCERVILLE, NJ, July 31, 2003 - Congoleum Corporation (AMEX:CGM) today

announced that as part of its strategy to resolve its asbestos liabilities, it

is seeking bondholders' approval of certain amendments to the indenture

governing its 8 ?% Senior Notes due 2008. These amendments reflect the

finalization of negotiations with representatives of certain current and future

asbestos personal injury claimants regarding the expected principal economic

terms of the Company's anticipated pre-packaged Chapter 11 plan of

reorganization and address, among other things, the amount and terms of a note

Congoleum will contribute to a trust for the benefit of the claimants. The

amendments are intended to expressly provide Congoleum with greater flexibility

to pursue approval of its pre-packaged plan of reorganization under Chapter 11

of the Bankruptcy Code. The plan of reorganization that has been negotiated

leaves its bondholders, trade creditors, and other unsecured non-asbestos

related creditors unimpaired.



The amendments to the indenture would expressly permit Congoleum to issue a

promissory note to the plan trust as part of the Company's anticipated

pre-packaged Chapter 11 plan of reorganization. The promissory note will be

subordinated to the Company's 8 ?% Senior Notes due 2008 and its revolving

credit facility. The principal amount of the promissory note will initially be

$2,738,234.75 and will be subject to increase as of the later of June 30, 2005

and the last trading day of the 90 consecutive trading day period commencing on

the first anniversary of the effective date of the Company's confirmed

pre-packaged Chapter 11 plan of reorganization (the "Principal Adjustment Date")

in an amount equal to the excess, if any, of the amount by which 51% of the

Company's market capitalization as of the Principal Adjustment Date exceeds

$2,738,234.75 (the "Additional Principal Amount"). The Company expects that

interest on outstanding principal of the plan note will accrue at a rate of 9%

per annum. The Company further expects that interest on the initial

$2,738,234.75 will accrue and be payable quarterly and that interest on the

Additional Principal Amount will accrue quarterly and be added to the Additional

Principal Amount as additional principal. The Company expects that upon the

earlier of August 1, 2008 and the date that all of the Senior Notes are repaid

in full, interest on the then outstanding Additional Principal Amount will then

accrue and be payable quarterly.

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