Shell-closure is critical to the repair of CAD-models described in the .STL file-format, the de facto solid freeform fabrication industry-standard. Polyhedral CAD-models that do not exhibit shell-closure, i.e. have cracks, holes, or gaps, do not constitute valid solids and frequently cause problems during fabrication. This paper describes a solution for achieving shell-closure of polyhedral CAD-models. The solution accommodates nonmanifold conditions, and guarantees orientable shells. There are several topologically ambiguous situations that might arise during the shell-closure process, and the solution applies intuitively pleasing heuristics in these cases.