Abstract: A fiber distribution system (10) is used with cable and includes a plurality of frames (12) mounted in a side-by-side relationship with the interbay frame (12A, 12C) is mounted between each frame. At least one splice panel (16) a rear and first and second sides. The splice panel (16) includes a plurality of drawers (26) slidably mounted within the splice panel (16) with the panel and an open position extending from the front of the splice panel (16). There is an opening in the rear of the splice panel (16) for admitting cables for bolding splices between optical fibers forming the cable. A first take-up member (190) is movably mounted in each drawer. The first take-up member (190) is biased toward the second side of the drawer to slidably travel between a first position about in the center of the drawer and a second position adjacent the second side of the drawer.