Andantech L.L.C., Wells Fargo Equipment Finance, Inc. (f.k.a. Norwest Equipment Finance, Inc.), Tax Matters Partner, and Wells Fargo & Co., A Partner Other Than the Tax Matters Partner, et al. - Page 62




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          capital contributions made by RD Leasing and EICI.  Pursuant to a             
          Capital Contribution Agreement, dated December 10, 1993, RD Leasing           
          and EICI were obligated to make contributions to the capital of               
          Andantech in amounts proportionate to their respective membership             
          interests; accordingly, RD Leasing contributed $14,817,382.05, and            
          EICI contributed $302,395.55 to Andantech.                                    
               RD Leasing received from NEFI the $14,817,382.05 it needed to            
          contribute to the capital of Andantech.  (NEFI had agreed (in the             
          Exchange Agreement) that it would purchase 100 additional shares of           
          common stock in RD Leasing for $14,817,382.05.)  EICI borrowed from           
          UBS the $302,395.55 it needed to contribute to the capital of                 
          Andantech.  The bank records show that Comdisco guaranteed the UBS            
          loan to EICI.                                                                 
                RD Leasing and EICI made their capital contribution by wiring           
          $14,817,382.05 and $302,395.55, respectively, directly to UBS’                
          account in payment of the bank loan.                                          
          VIII. Sale of Computer to End User                                            
               In April 1994, one of the end users opted to purchase the IBM            
          9021 computer equipment it subleased from Comdisco.  The computer             
          was one that had been sold to Andantech.  Andantech did not receive           
          any of the proceeds from that sale.  Instead, Comdisco elected to             
          substitute replacement equipment.  Comdisco neither provided notice           
          to Andantech that it was exercising its right to substitute                   
          replacement equipment nor invoked the procedures for substitution             
          required by the equipment lease.                                              





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