Northwestern Indiana Telephone Company - Page 32

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            that FiberComm's Oregon rural statistical area number three                                
            cellular telephone business, "free and clear of any                                        
            encumbrances", was worth $12,039,000, as of March 31, 1991.  The                           
            other appraisal report concluded that the Washington rural                                 
            statistical area number eight cellular telephone business, "free                           
            and clear of any encumbrances", was worth $8,253,000, as of March                          
            31, 1991.                                                                                  
                  These inflated valuations were based on revenue projections                          
            of the mean annual revenue produced by certain other cellular                              
            telephone businesses and were not based on revenue projections of                          
            the subject cellular telephone businesses' expected future                                 
            financial operating results.  The appraisal reports failed to                              
            elaborate specifically with respect to exactly how comparable                              
            these other cellular telephone businesses were to the subject                              
            businesses.4  As indicated above, the subject businesses'                                  
            cellular telephone systems still required further extensive                                



            4Each of the appraisal reports stated, in pertinent part:                                  

                        The subscriber and financial projections presented                             
                  in this report and used to value * * * [the subject                                  
                  cellular telephone business] are intended to reflect                                 
                  mean expectations in the marketplace.  These                                         
                  projections are based on information contained in                                    
                  financial analyses of the industry and the expectations                              
                  implied by recent comparable sales.  These assumptions                               
                  may differ from projections made for operational                                     
                  purposes.  The projections presented in this report                                  
                  therefore include both the current industry results and                              
                  the significant upside potential of the industry.                                    




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