Estate of Pearl I. Amlie, Deceased, Rodney B. Amlie, Executor - Page 14

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               When the conservator sought approval of the district court             
          to enter into the 1994 Agreement, Rod (alone among the                      
          prospective heirs) filed formal objections in which he claimed,             
          inter alia, that the proposed $118 price for decedent's FABG                
          stock failed to compensate adequately for the Hill Rights and               
          could result in a potential loss to decedent's estate of more               
          than $500,000.  Pursuant to Iowa law, decedent's prospective                
          heirs received notice regarding all aspects of the proceedings              
          concerning approval of the 1994 Agreement.                                  
               A hearing was held at which conflicting expert testimony               
          concerning the fairness of the $118 price was received.  The                
          experts' fundamental difference centered on the present value of            
          the FACC option given to Mr. Hill.  The conservator's expert                
          contended that the present value of Mr. Hill's FACC option was              
          negligible, whereas the expert proffered by Rod testified that              
          the FACC option was worth as much as $500,000 (about $85 per                
          share).  A representative of FABG testified that rejection of the           
          1994 Agreement would lead to further litigation, that decedent              
          would not be offered any option comparable to Mr. Hill's FACC               
          option, and that, if the 1994 Agreement were rejected, FABG would           
          take the position that it was entitled, as Agri's successor, to             
          purchase decedent's stock pursuant to the call option in the 1991           
          Agreement for book value.                                                   







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