Estate of George C. Blount, Deceased, Fred B. Aftergut, Executor - Page 61

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          termination that BVS made in its 1997 appraisal of BCC for                  
          purposes of the ESOP.  While Mr. Fodor provided an analysis at              
          trial in support of his use of the BVS termination liability                
          estimate for this purpose, neither his written report nor his               
          trial testimony offered any analysis of how BCC would satisfy any           
          ESOP repurchase obligation or how the method employed to satisfy            
          the obligation would affect the fair market value of BCC or                 
          decedent’s BCC shares.                                                      
               According to a business valuation treatise on which both               
          parties relied in this case, there are two methods that companies           
          generally use to satisfy the obligation to repurchase the shares            
          of retiring ESOP participants:  (i) A so-called recycling                   
          transaction, in which the ESOP purchases the shares of retiring             
          participants and “recycles” them to other participants, using               
          employer contributions to the ESOP to fund its purchases; or (ii)           
          a redemption transaction, in which the company directly purchases           
          (and then cancels) the shares of retiring participants.  See                
          Pratt et al., Valuing a Business 712-713 (2000).  Mr. Fodor does            
          not explain or even disclose which method he assumed BCC would              
          employ.  The available evidence in the record-–namely, the                  
          Summary Plan Description for the ESOP-–indicates that BCC’s ESOP            
          was designed to employ the redemption method.  Assuming that is             
          the case, the redemption method’s “net effect on fair market                

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