Thomas E. and Joan A. Bennett - Page 12

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          investigate whether there were any existing or potential                    
          competitors for the Sentinel EPE recycler.                                  
               Black joined the U.S. Marine Corps. at the end of 1945.  In            
          1949 he entered the U.S. Naval Academy, and in 1953 he graduated            
          with a bachelor of science degree in electrical engineering.                
          Black began his career at Ingersoll-Rand in 1957.  Over the                 
          course of his career, Black held the positions of salesman,                 
          technical personnel director, account manager, general manager,             
          district manager, president, and chairman and chief executive               
          officer.  As general manager of the turbo products division in              
          1967, he first became responsible for pricing specially                     
          engineered equipment with unique proprietary technology.  In the            
          fall of 1974, Black attended an advanced management program at              
          Harvard University.                                                         
               Black first heard of the Sentinel EPE recyclers from                   
          Gallagher in 1981.  He had no formal education, training, or                
          background in chemical engineering, plastics engineering, or                
          plastics processing, although he had substantial knowledge of               
          some plastics processing from the standpoint of the seller of               
          machinery.  His investigation of the Empire transaction did not             
          extend beyond discussions with Gallagher and a review of the                
          offering memorandum.  Black did not see a Sentinel EPE recycler             
          prior to investing in Empire, did not speak to anyone at IMCO,              
          and never did a personal investigation of the competition.                  
                                       OPINION                                        




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