Estate of Paul E. Brown, Deceased, Peter D. Brown and Michael Brown, Co-Executors - Page 32

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          income tax returns from 1983 to 1986 and 1991 (partial year).  He           
          paid tax thereon as follows:                                                
                              Capital Gains      Tax Allocable to                     
                               Income From       Capital Gains                        
                    Year   Forgiveness of Debt   Income                               
                    1983       $185,185              $37,037                          
                    1984       332,000               66,400                           
                    1985       329,728               65,946                           
                    1986       1,078,537             215,707                          
                    1991         330,285             94,275                           
                   Total       2,255,735             479,365                          
          H.   Paul Brown's Will                                                      
               On October 26, 1990, Paul Brown executed his will.  He left            
          any interest he had in the Brown family partnership and any of              
          his shares of the Bengals stock to Mike and Peter Brown.  He left           
          to Peter any interest he had in a promissory note from Mike and             
          to Mike any interest he had in a promissory note from Peter.  He            
          provided that, if either son died before him, these specific                
          bequests would transfer to his sons' estates.                               
          I.   NFL Approval of the Transfer of Bengals Stock From Sawyer to           
               Brown Family Members                                                   
               Before October 20, 1992, Mike, Nancy, Peter, and Katherine             
          Brown asked the NFL to approve the transfer of 329 shares of                
          Bengals stock from Sawyer pursuant to the 1983 stock option                 
          agreement.  The NFL's executive committee and the members of the            
          NFL approved the transfer.  By letter dated February 23, 1993,              
          Paul Tagliabue, Commissioner of the NFL, told the Browns and                
          Sawyer that the NFL had approved the transfer.                              






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