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agreement for ES3LP.21 The purpose of that amended and restated
partnership agreement was to make C. Rivers Stone, Ms. Morris,
and Ms. Fraser general partners of ES3LP.
On April 5, 1997, the parties in the litigation among the
children and their respective attorneys executed two documents22
dated as of March 31, 1997, the purpose of which was to settle
that litigation and to resolve the issues relating to the chil-
dren’s concerns regarding Mr. Stone’s and Ms. Stone’s assets
(collectively, the 1997 amended and restated plan for settle-
ment). The 1997 amended and restated plan for settlement amended
and restated the 1994 plan for settlement and the 1996 amendment
to that plan. Ms. Stone was not a party to the 1997 amended and
restated plan for settlement, and she did not sign those docu-
ments. Mr. Stone signed the 1997 amended and restated plan for
settlement--trusts and estate only in his capacity as a preferred
stockholder of Stones, Inc.23 Mr. Stone signed the 1997 amend
21On Apr. 11, 1997, Mr. Stone, Eugene Earle Stone, IV, C.
Rivers Stone, Ms. Morris, and Ms. Fraser, as general partners,
filed a first amendment to the certificate of limited partnership
for ES3LP with the S.C. Secretary of State, which reflected the
amended and restated partnership agreement for ES3LP executed on
Apr. 4, 1997.
22The two documents were referred to as “Amended and Re-
stated Plan for Settlement-Trusts and Estate” (1997 amended and
restated plan for settlement--trusts and estate) and “Amended and
Restated Plan for Settlement-Company (1997 amended and restated
plan for settlement--Company).
23It was necessary for Mr. Stone to sign the 1997 amended
(continued...)
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