Estate of Pearl I. Amlie, Deceased, Rodney B. Amlie, Executor - Page 17

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          of Rod, his spouse, their children, and the Rod Amlie Trust                 
          (collectively, the Rod Amlie Family).  The 1995 FSA further                 
          required that all bequests to the Rod Amlie Trust under                     
          decedent's will be satisfied "in kind" with FABG stock, valued              
          for this purpose at the $118 price.  The 1995 FSA then provided             
          that any FABG stock remaining in decedent's estate after                    
          satisfaction of decedent's bequests to Rod would be subject to              
          reciprocal put/call options for a designated postdeath period               
          under which decedent's personal representative could require the            
          Rod Amlie Family to purchase, or the Family could require                   
          decedent's personal representative to sell to the Family, the               
          remaining FABG stock at the $118 price.  Finally, all rights of             
          the conservator under the 1991 Agreement with respect to                    
          decedent's FABG stock (i.e., the Hill Rights) were assigned to              
          the Rod Amlie Family, with all expenses and benefits arising                
          therefrom to inure to the Family.                                           
               In addition, the parties to the 1995 FSA agreed that the               
          conservator should withdraw the motion for reconsideration of the           
          district court's decision rejecting approval of the 1994                    
          Agreement, and that the conservator should reimburse (from                  
          decedent's assets) litigation expenses of $30,000 incurred by the           
          Rod Amlie Family, $500 for Susan Wendel's time as an attorney,              
          and $500 for attorney's fees incurred by Rosemary Ahlerich, in              







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