John E. Wall - Page 4




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               After the gifts, Mr. Wall continued to own all 1,200 shares            
          of Demco’s voting common stock and the remaining 2,620 shares of            
          Demco’s nonvoting common stock.                                             
               Demco’s stock was not listed on an exchange on or around the           
          date of the gifts, and there was no other public market for Demco           
          stock.                                                                      
               Demco’s History and Business                                           
               Demco is a direct mail distributor and manufacturer of                 
          office supplies, furniture, and accessories.  Demco’s principal             
          customers are libraries, schools, and professional and business             
          offices.  Demco distributes its products nationwide and has over            
          100,000 customers.                                                          
               Demco started doing business in 1906 as part of the Democrat           
          Printing Company of Madison, Wisconsin.  In 1931, Demco was                 
          chartered as Demco Library Supplies, Inc., a company owned and              
          operated by Norman Bassett.  In January 1972, Demco became a                
          wholly owned subsidiary of George Banta Co. of Menasha,                     
          Wisconsin, a publicly owned educational printer.  In 1978,                  
          following a failed takeover attempt by another corporation,                 
          Demco’s management (including Mr. Wall, who was then Demco’s                
          president and chief executive officer) acquired Demco’s stock in            
          a leveraged buyout.                                                         
               Demco’s headquarters are in Madison, Wisconsin.  At the time           
          of the gifts, Demco also operated a 15,700 square foot                      





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