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 65




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          products by IBM’s competitors (Amdahl Corp. and Hitachi Data                  
          Systems, Inc.); and (4) the introduction of “CMOS based parallel              
          architecture” on April 5, 1994.  On June 6, 1996, CIG advised                 
          Andantech that the value of the equipment in categories E through             
          I inclusive did not exceed the principal plus accrued interest due            
          on junior promissory notes 2e through 2i.                                     
               After analyzing the information received from Mr. Oram and the           
          ARI PropertyLink appraisal, Ms. Grossman concluded that Andantech             
          was not entitled to consideration from Comdisco for the equipment             
          in categories E through I, beyond the cancellation of the balloon             
          notes relating thereto.  Thus, Andantech accepted Comdisco’s                  
          determination that the value of the equipment in categories E                 
          through I did not exceed the principal plus accrued interest on               
          junior promissory notes 2e through 2i.                                        
               On July 2, 1996, Andantech executed a bill of sale for the               
          equipment in categories E through I to Comdisco.   On July 10,                
          1996, Comdisco canceled the balloon notes relating to the equipment           
          in categories E through I (i.e., junior promissory notes 2e-2i).              
               On August 23, 1996, Comdisco advised Andantech that it was               
          exercising its early termination option to purchase the equipment             
          in categories A through D (i.e., the 9121 models).  Comdisco                  
          engaged two additional companies to provide appraisals of the                 
          equipment in category A as of the early termination date.  The                
          findings included the following:  (1) In its September 23, 1996,              
          appraisal, Computer Merchants, Inc. (CMI), concluded that the value           





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