Estate of Emily F. Klauss - Page 11




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          from 1990 to 1992, Johnson’s use of a 15-percent growth rate for              
          American Vanguard was too generous.  We believe Johnson should                
          have used a 5-percent growth rate for American Vanguard since                 
          that is the growth rate he used for Green Light and its earnings              
          were growing faster than those of the guideline companies.                    
               Johnson’s analysis was more persuasive than Fuller’s.                    
          Fuller did not adequately consider the differences between Green              
          Light and American Vanguard, the guideline company he considered              
          to be the most comparable.  For example, he gave little weight to             
          the facts that:  Green Light does not manufacture products; its               
          product lines are far less diverse than those of the guideline                
          companies; its five largest customers accounted for more than 70              
          percent of its sales; it sells its products regionally, not                   
          nationally; its primary market in 1993 was limited to the home                
          and garden market and did not include agribusinesses or golf                  
          courses; and it had minimal insurance coverage for products                   
          liability and environmental claims.  He did not adjust the                    
          multiples for American Vanguard for customer concentration,                   
          product mix, geographic diversification, or market segment                    
          factors.  We think his failure to do so was improper given the                
          differences between Green Light and American Vanguard.                        











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