Document MoJddrm1BwvGXkO0KzQYG8Jg9

> 1 STATE OP MINNESOTA r^LAiSws i EXHIBIT 1 DISTRICT COURT 2 COUNTY OF HENNEPIN FOURTH JUDICIAL DISTRICT 3 4 Herbert G. Thorstad, 5 Plaintiff, 6 vs. File No, PI 8619001 7 Armstrong World Industries, e Inc., et al., 9 Defendants. 10 11 12 Deposition of FRANK T. CHRISTENSON, 13 taken pursuant to Notice o$ f Taking Deposition, taken by 14 Plaintiff, taken before Nancy G. Gisch, a Notary Public 15 in and for the County of Ramsey, State of Minnesota, on 16 Wednesday, the 6th day of April, 1988, commencing at 17 approximately 9t30 in the morning, at 2100 Meritor Tower, 18 in the City of St. Paul, Minnesota. 19 20 21 * * 22 TWIN CITY COURT REPORTERS 23 245 MN Chamber of Commerce Bldg * 480 Cedar Street St. Paul, Minnesota 55101 24 (612) 293-0498 2' F/lb */ 2 1 APESABABCSS 2 DAVID C. THOMPSON and JEAN 3 BOECRLER, Attorneys At Law, of the firm of Lauser, Knox, 4 Olson, Racek, Craft, Thompson & Boechler, 115 North 5 University, Suite 1, P. 0* Box 1007, Fargo, North Dakota 6 58107-1007 appeared representing the Plaintiff. 7 MARK FONKEN, Attorney at Law, of 8 the firm of Jardine, Logan & O'Brien, 2100 Meritor Tower, 9 St* Paul, Minnesota 55101 appeared representing the 10 Defendant, Combustion Engineering* 11 DENNIS D GRANT, Attorney at Law, 12 of the firm of Arter > Hadden, One Columbus, 10 West 13 Broad Street, Columbus, Ohio 43215 appeared representing 14 the Defendant, Combustion Engineering. 15 AL6.Q EREggffli. 16 Paul Jones 17 18 mm 19 20 EXAMINATION: PAGE 21 By Mr* Thompson 4, 144 22 By Mr* Fonken 141 23 24 BXBIBITSi PAGE 25 Christenson Deposition Exhibit No* 1 43, 50 3 1 Christenson Deposition Exhibit No* 2 43, 54, 89 2 Christenson Deposition Exhibit No. 3 44, 45, 57 3 Christenson Deposition Exhibit No. 4 63, 64, 65 4 Christenson Deposition Exhibit No. 5 63, 64, 65 5 Christenson Deposition Exhibit No. 6 77, 78, 81 6 82, 87 7 Christenson Deposition Exhibit No. 7 77, 78, 87 8 Christenson Deposition Exhibit No. 8 77, 78 9 Christenson Deposition Exhibit 110. 9 87 10 Christenson Deposition Exhibit No. 10 87, 130 11 131 12 Christenson Deposition Exhibit NO. 11 87 13 Christenson Deposition Exhibit No. 12 87, 122 14 Christenson Deposition Exhibit No. 13 90 15 Christenson Deposition Exhibit No. 14 106 16 Christenson Deposition Exhibit No. 15 107 17 Christenson Deposition Exhibit No. 16 122, 126 18 Christenson Deposition Exhibit No. 17 149, 150 19 152 20 Christenson Deposition Exhibit No* 18 149, 150 21 152 22 Christenson Deposition Exhibit No. 19 149, 150 23 152 24 25 4 1 2 ** * 3 4 WHEREUPON, the following proceedings were duly hadi -- 5 6 ** * 7 8 FRANK T, CHRISTENSON, 9 after having been first duly sworn, 10 deposes and says as followsi 11 12 EXAMINATION 13 BX.BRt mfflggQKI 14 0 Nr* Christenson, my name is David Thompson and I'm the 15 attorney for the Plaintiff in a case titled Thorstad 16 versus -- I guess it's Combustion Engineering right now* 17 A YeB. 18 Q It's a case venued in Hennepin County, here in 19 Minnesota. I wonder if you could first state your full 20 nane for the record. 21 A Frank T. Christenson. 22 Q And, Mr. Christenson, where do you reside at? 23 A 1585 Maple Avenue, Paoli, Pennsylvania 19301. 24 0 And Paoli is right outside of Philadelphia, if I remember 25 correctly 5 1 A Twenty miles* 2 Q Okay. Mr. Christenson# are you presently employed? 3 A Mo* I'm a part-time consultant with Combustion 4 Engineering* 5 0 And how long have you been in the position of a part-time 6 consultant for Combustion? 7 A Since the beginning of November 1985* 8 Q And in your present role what are your job duties? 9 A Well# 1 look at interrogatories* I don't sign them# but 10 I look for correctness# completeness* I do other 11 investigations. 12 Q is it fair to say that your role is almost exclusively 13 relating to litigation that Combustion is involved with 14 as a defendant in asbestos cases? 15 A Yes. 16 Q Mow# the signatory of these interrogatory answers is a 17 gentleman by the name of Richard O'Connor; is that 18 correct? 19 A Zt was Richard O'Connor. 20 Q And who is Richard O'Connor? 21 A Richard O'Connor wa6 an employee of Combustion 22 Engineering* I believe hio former title was Director 23 Valley Forge Services. 24 0 And he held that title until fairly recently? 25 A Yes# he did* 6 1 Q Until what time# approximately# to the best of your 2 knowledge? 3 A December 31. 4 Q Was Richard O'Connor ever an employee of Refractory & 5 Insulation Corporation# the Hew Jersey corporation# prior 6 to June 5# 1963? 7 A Ho. 8 Q How# if I may just backtrack a little bit# I am 9 Interested right now in the titles and positions you 10 have held# with regard first to Combustion Engineering 11 and then# as we go back# R & I Ramtite# R & I Delaware# 12 R&I# Hew Jersey. 13 A Okay. 14 Q Prior to the time that you became a -- you call it a 15 special consultant. Is that the concern -- 16 A Just consultant. 17 Q All right. Prior to the time that you became a 18 consultant in 1985# what was your position with 19 Combustion Engineering? 20 A I was Assistant to the Vice President of Industrial 21 Sales. 22 Q And where were you based when you held that position? 23 A Valley Forge# Pennsylvania. 24 0 And did that involve duties relating to the marketing of 25 refractory and insulation products? T 1 A Yes. 2 G And did it also involve activities in marketing relating 3 to broader activities of Combustion in marketing, 4 generating units and so forth? 5 A Ho. 6 Q So it essentially is an extension of the duties that you 7 may have undertaken before that? 8 A I don't understand. 9 Q All right. Prior to that time -- we will get into that. 10 There's no foundation for the question anyway. 11 Prior to that time, what was your 12 position? flow far back did your assistance to Vice 13 President of Sales go? 14 A Okay. 15 Q Let's start in 1982, all right? 16 A Prior to that I was Assistant to the Vice President o 17 Marketing. 18 0 Now, was that essentially the same job, but just had a 19 different title after that? 20 A Essentially the same job. 21 MR. GRANT! I think he's 22 interested in what divisions or subsidiaries you worked 23 for# too# Prank# so as you go back, would you just be 24 specific as to the division? 25 G (By Mr. Thompson# continuing) I assume it's a refractory 8 1 position? 2 A Yes# sir. 3 Q And when we were discussing your position that you left 4 in 1985, I presume to retire -- 5 A Yes. 6 Q That position that you left in 1985, as Vice President of 7 Industrial Sales, that was industrial sales of the 8 refractories division? 9 A Yes, refractories. 10 Q Thank you. And that position you would have held prior 11 to 1982, or 1982 and prior. Assistant to the Vice 12 President of Marketing. Again that was the refractories 13 division of Combustion Engineering? 14 A Yes. 15 Q Okay. Bow long or how far back did you serve as 16 Assistant to the Vice President of Marketing of the 17 refractory division of Combustion Engineering? 18 A I started that position in 1971. 19 Q And at that time in 1971 what position did you come from? 20 A Z was Division Coordinator. 21 Q Por the entire refractories division? 22 A Por the refractory division, yeB. 23 Q What did that job involve? 24 A It primarily involved setting up a management information 25 system 1 Q And what does that mean? I'm not familiar* 2 A Well, ve were revising# for instance, the sales 3 analysis* We were getting into other computer programs* 4 Q Okay* Well, your role was, in essence, facilitating 5 marketing or products manufactured by the division? 6 A At that point it was primarily in developing the 7 systems* I actually did -- for instance, I would call it 8 files* I had to make up the files to be put into the 9 computer* 10 Q And when you say "files,* sales calls, possibly? 11 A Ho* Customer names, product names* 12 Q Okay* And you held that position until 1971; is that 13 correct? 14 A Yes, sir* $ 15 0 And what was your previous title and job duties -- 16 A Okay* 17 Q -- with Combustion? 18 A Job was Assistant to the Vice President of Sales. 19 Q All right* And how far back did you hold the title of 20 Assistant to the Vice President of Sales? 21 A Okay* About 1964, beginning of 1964* And at that time 22 it was because refractory installations -- 23 Q Delaware corporation? 24 A Right. 25 Q And in there, too, there was a change of name to R & I 10 1 Ramtite In 1967# was it? 2 A Yea* 3 Q '67# or maybe not 67# but then there was a merger at some 4 point between R fc I Ramtite and Combustion Engineering 5 proper? 6 MR* FONKEBt If you know. 7 Q (By Mr. Thompson# continuing) If you know. 8 A Hell# all I know is Ramtite was with us. 9 0 Okay. You viewed your position ending in 1971 as 10 Assistant to the Vice President of Marketing for the 11 refractories division of Combustion Engineering? 12 A Yes. 13 Q Going back# then# you had that position back to 1971# 14 then you had the position of Assistant to Vice President 15 of Sales of originally Refractory & Insulation# the Hew 16 Jersey corporation# around 1964? 17 A It was the Delaware corporation. 18 Q Excuse me# the Delaware corporation in 1964? 19 A Yes. 20 Q Prior to 1964 what position did you hold? 21 A Well# there was a short period at that time when 22 Combustion acquired the assets of what was R & I of New 23 Jersey and that was in June of *63. From June of *63 24 until the end of that year# December of *63, I really 25 don't know what title I had or if I had a title. 11 1 0 Were you being paid? 2 A I was being paid and my duties were primarily, you know, 3 learning to work with Combustion. 4 Q And also acquainting Combustion with the operation of R & 5 I, which you had been associated with prior to that time? 6 A That wasn't really part of my job. I was really in a 7 sales capacity with Combustion. That is, for the 8 Refractory 4 Insulation Corporation products. 9 0 All right. Prior to June 5, 1963, what position did you 10 hold with Refractory a Insulation, the Mew Jersey 11 corporation? 12 A I was the Vice President and Secretary. 13 Q And how long had you been Vice President and Secretary as 14 of the time of the transaction on June 5, 1963? 15 A I had been Secretary since 1949 and have been Vice 16 President perhaps since 1958 or '59. 17 0 And 1949 would have been the time that you arrived at the 18 company? 19 A It was. 20 Q And were you in 1949 a graduate of Villinova University? 21 A Yes. 22 Q Well, how old were you -- what is your birthday? 23 A February 12, 1926. 24 Q Prior to 1949 did you do four straight years at Villinova 25 or were you in the Army? 12 1 A I was in the Merchant Marines. 2 Q What years were you in the Merchant Marines? 3 A '44 and '45* July of *44 to September of '45. 4 G Okay. And when you got out of the Merchant Marines after 5 the war# you commenced college; is that correct? 6 A Yes. 7 0 And you attended Villinova from September of '45 until 8 the spring *49? 9 A Yes. 10 Q Do you have any family members who were associated with 11 that same corporation? 12 MR. FONKEN: Which same 13 corporation? 14 G (By Mr. Thompson# continuing) R 6 I Mew Jersey? 15 A Well# my father. And I had a brother-in-law. 16 G Your father's name is Frank Christenson. Did he have a 17 middle initial? 18 A He had a middle initial. It wasnL.'' 19 Q And your brother-in-law# what was his name? 20 A John A. Bliss. 21 G And he was in charge of the New York sales office? 22 A Yes# until 1967. 23 Q Yes? 24 A Yeah. 25 Q We'll get into some specifics on that later, but thank n--------------1 you* 2 Now, I would like to go back a 3 little bit. And I'm asking you only from your own 4 knowledge, which is all I can ask for* R & I New Jersey, 5 Refractory & Insulation Corporation, a New Jersey 6 corporation! to your understanding was that incorporated 7 under another name in the year 1927 as a New Jersey 8 corporation? 9 A It had another name at that point* 10 Q Was that other name Refractory Engineering Corporation, 11 to your knowledge? 12 A I know at one point it was Redbank Refractory and at some 13 point it was Refractory Engineering* 14 0 What year did that corporation commence operations, to 15 your memory? Do you have any knowledge of that? 16 A I really don't*' 17 Q Was it prior to 1927? 18 A I don't know* 19 Q Was the corporate name ever Redbank Refractory? 20 A The reason I ask that is that I don't see that in the 21 documents that I have* 22 A Zt sounds -* the name is familiar to me* 23 C Could that have been a trade name or a popular name, 24 rather than a corporate name? 25 NR* FONKENs Don't speculate on 14 1 that* 2 HR. THOMPSONi Yes. 3 MR. FONKEN* If you don't know, 4 tell him. 5 0 (By Mr. Thompson* continuing) I am merely trying to jog 6 your memory. And if you can't remember, I can't ask you 7 to speculate here. I'm not going to try to do that. 8 Mow, Redbank Refractory; to your 9 understanding where was the manufacturing facility of 10 Redbank Refractory located? 11 MR. FONKENi I guess I'm going 12 to have to object, because he's already stated that he 13 doesn't know anything about Redbank. 14 MR. THOMPSON* I don't think he 15 said that. I don't think that was his testimony at all, 16 Mr. Fonken. I think his testimony was that he didn't 17 know the corporate designation and the corporate 18 particulars. But let me ask this question. I think it 19 may take care of your objection. 20 A (Continuing) I don't know. 21 Q So you have no idea where that plant was located? 22 A The name Redbank is a town in New Jersey. 23 Q But you don't, of your own knowledge, have any idea as to 24 where that plant was located? 25 A No, sir. 13--------------1 Q Do you have any idea where a corporation# a plant or a 2 manufacturing facility operated by a corporate entity 3 known as Refractory Engineering Corporation# would have 4 been located? 5 A Yes* 6 Q Where was that? 7 A Port Kennedy# Pennsylvania* 8 Q So you have no knowledge of any manufacturing facility in 9 New Jersey? 10 A No* 11 0 Do you know if your father# Trank L. Christenson# was one 12 of the original incorporators of Refractory Engineering 13 Corporation in 1927? 14 A He joined Mr. Clark* Mr. Clark was the originator. At 15 what point he joined Mr* Clark and when the name changed 16 to Refractory Engineering# I don't know* 17 Q That would have been Herr is N* Clark? 18 A Horrie N. Clark* 19 Q So then from that answer it's apparent to me that Redbank 20 Refractory was the predecessor to Refractory Engineering 21 Corporation* Are you able to answer that question? 22 A I'm not* 23 (At this time a brief discussion 24 was held off the record*) 25 Q (By Mr* Thompson# continuing) Mr* Christenson# I'm going 16 1 to show you a document and I'm not going to have it 2 marked as an exhibit at this point* it's been supplied 3 to ue by Combustion* if 1 may just walk over to you. 4 This document has been supplied to us by Combustion 5 engineering in conjunction with discovery. It purports 6 to be the Certificate of Incorporation of Refractory 7 Engineering Corporation. And I'm using it merely to try 8 and refresh your memory* if X can. 9 This document provides the location 10 of the principal office was at 570 Windsor Street* 11 Boundbrook* Summerset County* New Jersey* and the 12 statutory agent was Borris N. Clark. 13 MR. FONKEN: Can I just state 14 for the record an objection about questions relative to 15 R k 1 in general* the old R & I out of New Jersey* and 16 have an ongoing objection to them for the record? 17 Because R 6 I is not a party to these proceedings and ve 18 don't believe any questions relative to them is probative 19 or relevant. Is that acceptable with you* Counsel? 20 MR. THOMPSON: I'm sure it would 21 be noted. 22 MR. FONKENi All right. 23 Q (By Mr. Thompson* continuing) Now* back in these days 24 corporation law required that there be a little bit more 25 detail in filing corporate papers. The object for which 17 1 this corporation is formed are the manufacturers sell* et 2 cetera. To your knowledge, was this facility, as of 3 1927, and, if you can speak from your own knowledge -- 4 MR. GRANT: Re was one year old 5 at the time, David. 6 MR. THOMPSON: I understand, but 7 you did have a father, whose name is Frank Christenson, 8 whose name appears on the third page of this document. 9 HR. FONRENi With regard to 10 that, if you have -- 11 0 (By Mr. Thompson, continuing) With regard to this, do you 12 have any knowledge as to whether as of 1927 there was a 13 manufacturing facility in Summerset County, New Jersey? # 14 MR. FONRENi Before you answer 15 that question, if your father had to tell you the 16 information to answer the question, you don't know from 17 your own knowledge and I would ask that you not answer it 18 on that basis. 19 MR. THOMPSON: He can certainly 20 say if his father said it. That's subject to whatever 21 other objections you might wish to introduce, but this is 22 reasonably calculated discovery of admissible evidence. 23 I think it's a proper question in the discovery question 24 anyway. 25 MR. FONRENi I'm telling the 18 1 witness that if you ask him what his father told him# 2 fine. 3 Q (By Hr* Thompson# continuing) Okay. Did your father tell 4 you that there was a manufacturing facility operated by 5 Refractory Engineering Corporation in Summerset# Hew 6 Jersey or some other place? 7 A No. e Q Now# on the third page of the document there's a 9 reference to a Russell Wheeler# a Norris N. Clark and a 10 Frank Christenson# Do you know who Russell Wheeler is? 11 A Yes# 1 do. 12 Q Rave you met Hr. Wheeler? 13 A Yes# I have. 14 Q All right. Was he ever involved with Refractory & 15 Insulation Corporation# the New Jersey corporation? 16 A tie was* It was prior to my employment# but he was 17 employed there. 18 Q And what was his position? 19 A 1 don't know. 20 Q And you don't know what his job duty was? 21 A No. 22 Q And you don't know if he was a stockholder? 23 A Yes# he was astockholder. 24 Q And how do you know that? 25 A Well# Mr. Wheeler became incapacitated with infantile . ------------------------------------------------------------------------------------------------- 19--------------1 paralysis and he had to retire. And, as a result of this 2 disability# they Issued him a preferred stock. And he 3 received dividends on -- I don't know what point in time 4 they recalled the preferred stock, but it was sometime In 5 the '50s. 6 C And Russell Wheeler is no longer alive today? 7 A I don't know. 8 Q What was his last known address? 9 A It was Sarasota# Florida. 10 Q And when did you last have knowledge of that address, 11 approximately? 12 A We visited him once in the *30s. 13 0 Okay. Now# there's an address for Horris H. Clark# 14 Windsor Street# Bound Brook# New Jersey. Is that the 15 Horris N. Clark to whom you made reference? 16 A Yes. 17 0 And we will discuss him later. Then there's a Frank 18 Christenson# 99 * 87th Road# Jamaica# hew York. 19 A Yes. 20 Q Is that your father? 21 A Yes# that's my father. 22 Q Was that your home address? 23 A That was my home address. 24 Q Do you have any knowledge of when the manufacturing 25 facility of Fort Kennedy# Pennsylvania began operations? . ------------------------- 1 A 1 could proximate. 2 0 I'm only asking you what you can provide me with. 3 A I would say 1932. 4 Q And do you have any idea when the name of the corporation 5 became that of Refractory 6 Insulation/ the Hew Jersey corporation? 7 A 1 thought it was 1934* 8 Q And do you have any knowledge of what the function of the 9 manufacturing facility in Port Kennedy/ Pennsylvania was 10 in 1932? 11 A Broadly/ yes. 12 Q Okay. Could you describe it for me? 13 A Okay. They manufactured refractory cement and they 14 manufactured insulation cement and they manufactured 15 insulation blankets. 16 Q Now, with regard to the refractory cement/ did any of 17 those products contain asbestos? 18 HR. FONKEN* In 1932 now you're 19 talking about? 20 HR. THOMPSON* Yes. 21 A (Continuing) No. They shouldn't have. 22 Q Did they ever contain vermiculite? 23 A At that point in time I don't know that they used 24 vermiculite. 25 Q Was vermiculite ever used in preparation and formulation 2T 1 of refractory cement and refractory products? 2 A Yes* 3 Q To your knowledge# approximately at what time was 4 vermiculite first used in connection with refractory 5 products? I'm talking refractory versus insulation 6 products. I'm concentrating now on refractory. 7 A Well, my knowledge is early '50s* 6 Q Okay* Now we*11 go back here to 1932. 9 Therefore# from your answer, in 10 1932 it is my understanding that Refractory Engineering 11 Corporation at the Port Kennedy, Pennsylvania plant 12 manufactured refractory cement. Insulation cement and 13 insulation blankets. 14 A Yes. 15 Q Were any other products manufactured, to your 16 understanding# at that time? 17 A No. 18 Q The insulation cement, did it contain asbestos? 19 A Yes. 20 MR. FOHKENs In 1932? 21 MR. THOMPSONi Yes. 22 Q (By Mr. Thompson, continuing) I*m referring to 1932, Mr. 23 Christenson, until I state to the contrary. 24 Now, again in 1932 these insulation 25 cements contained what type of asbestos fiber? Do you 22 1 have any knowledge of that? 2 A Chrysotil. 3 Q These insulation blankets, did they contain asbestos 4 fiber? 5 A No. 6 Q What were they manufactured of? 7 A Slag wool# slag fiber. 8 Q Do you have any knowledge of the product line of 9 insulation cement in 1932 in terms of the names of the 10 products? Ne are talking about insulation cement now. 11 A The only one I know of would be Stic-Tite. 12 Q And that's S-T-I-C, then separate word, T-I-T-E, 13 hyphenated? 14 A Sometimes it's hyphenated. 15 Q Okay. In 1932 what was the formulation for Stic-Tite? 16 A X don't know. 17 Q Do you believe it was the same as it was later on? 18 A No. 19 Q To your knowledge, was there a formulation change at some 20 point or at various points? 21 A X think it changed several times. 22 Q From your answer then I discern that Stic-Tite asbestos 23 insulation cement was the only product manufactured by 24 Refractory Engineering Corporation at that time which 25 contained asbestos? 71 1 A In 1932? 2 0 Correct* 3 A To my knowledge* yes. 4 Q How* you have stated that you believe that the corporate 5 name changed in 1934 to that of Refractory & Insulation 6 Corporation? 7 A Yes. 8 Q Oo you have any knowledge of why that corporation changed 9 title or name change was affected? 10 A I was told that -- I don't know whether it was the state 11 or national edict -- that only a true engineering firm 12 could have a the name "engineering" in the title. 13 Q And Refractory k Insulation Corporation* that name 14 remained the same* essentially* from 1934* to your 15 knowledge* until -- we're talking Hew Jersey 16 corporation -- until June 5, 1963? 17 A Yes. 18 Q Do you have any knowledge of why there was a move to Port 19 Kennedy* Pennysylvania from any other manufacturing site 20 or if there was prior to 1932? 21 A The move wa6 made because the plant was for sale very 22 cheap. 23 Q Now* this plant in Port Kennedy, Pennysylvania, what had 24 it been prior to 1932* to your understanding? 25 A I understood it was a magnesia plant. 24 1 Q An 85 percent magnesia? 2 MR* FONKENi Don't guess* 3 A (Continuing) X never got that far* They told me it was a 4 magnesia plant* 5 Q Okay. Who owned that plant at that time? 6 A I understand it was Valley Forge Magnesia* 7 Q How long was it, to your knowledge, after 1932 that other 8 insulation products were added to the product line by, 9 first. Refractory Engineering, then Refractory & 10 insulation Corporation? 11 A X know that at some point during the war or before the 12 war they started to manufacture an insulating block* 13 Q And that insulation block; did that have a designation by 14 number? 15 A Not in the beginning, no* 16 Q And that insulation block; what was that made of, to your 17 knowledge? 18 A It was Portland cement, minerel wool* And it had some 19 amosite fiber* 20 Q Was any chrysotil asbestos in the insulating block? 21 A NO* 22 Q Well, do you know a gentleman named Henry F* Smith? 23 A Yes* 24 Q Or knew, anyway* Is he deceased now? 25 A He is. 75 1 Q Has he plant manager at Refractory & Installation 2 Corporation# Port Kennedy plant for a number of years? 3 A Yes* 4 Q If I told you that he testified that this insulation 5 block was manufactured prior to the war# in the late'30s 6 or 1940 for the first time# would that jog your memory at 7 all or you don't have any firm idea? 8 A I don't have any firm idea* 9 Q Okay* How# you were born in 1926* To your knowledge 10 when was the first time you ever visited the Port 11 Kennedy, Pennsylvania plant# approximately? 12 A Might have been seven# eight years old. 13 Q When did you first work on a part-time basis at the 14 plant? 15 A At the plant? 1 don't know* It was '46 or '47* 16 0 Has it in the summer# beginning in the summer? 17 A It was in the summer* 18 0 And when you first began your summer work# what were your 19 job duties? 20 A Unloading material* 21 Q When you say "material#" would that be raw asbestos fiber 22 from railroad car6 and trucks? 23 A I don't recall raw asbestos fiber. 24 Q When you cay "unloading material#" raw material of 25 whatever type? 26 1 A Raw material. 2 Q Old the plant have its own railroad siding, to your 3 knowledge? 4 A Yes. 5 Q Did the plant also have deliveries made by truck back at 6 that time period? 7 A Yes. 8 Q That summer# you don't know whether it was *46 or *47? 9 A Right. 10 Q One or the other? n A Yes. 12 Q And whatever summer it was, then did you work in the 13 succeeding summers prior to the time that you graduated $ 14 from Villinova? 15 A At the New York office. Not at the plant. 16 Q So you only worked one summer at the plant? 17 A It was not a complete summer at the plant. 18 Q How long did you work there? 19 A Two weeks. 20 0 Then thereafter you worked at the New York sales office 21 for your brother-in-law# Mr. Bliss? 22 A I'm trying to remember Jack Bliss -- yes# Jack Bliss was 23 there. 24 Q When you first began working in the New York sales 25 office? 77 1 A 1 think he was employed since 1946* 2 G And was that office located in an office building 3 situated at 120 Kali Street? 4 A Yes* 5 Q Was a gentleman named H* C. Ruben ever employed at the 6 New York sales office? 7 A Yes* It was -- understand, please, that it was our 8 general office* 9 G Oh. 10 A It was not only a sales office. 11 G All right* I guess I did not understand that. 12 Q How long was the office at 120 Wall Street the general 13 office of the Refractory 6 Insulation Corp*, the New 14 Jersey corporation? 15 A It moved to Pennsylvania in 1961 and I would estimate it 16 was at 120 Wall. Street since the early '40s. 17 Q Now, starting with when you were a part-time employee, 18 summers, in New York, when or what were your job duties 19 at first? 20 A Doing the mail, typing form letters, running the mailing 21 list, wraplng packages* 22 0 And what were your succeeding duties after you finished 23 your mail room duty? 24 A Typing form letters. 25 Q Okay* Were you involved in sales at that point? 28 1 A Ho. 2 Q What were your duties after that point? That's what your 3 entire summer work in New York constituted? 4 A Yes. 5 Q How many summers did you work there? 6 A Well, four summers# really. 7 Q Could one of the summers that you worked in Hew York also 8 be the same summer that you also worked in Port Kennedy? 9 A Yes. 10 Q Mr. Bliss* is he living today? 11 A There's a John A. BIIbs and a John J. Bliss. John J. was 12 John A. Bliss's father. 13 Q All right. 14 A Both Blisses are deceased. 15 C Were both working in the New York sales office or New 16 York office# rather# in 1946? 17 A John A. Bliss was in New Jersey. And perhaps during that 18 time for several years he was a -19 Q Sales representative? 20 A Yes. 21 Q In these four summers that you worked in the New York 22 office of Refractory a Insulation Corporation did you 23 ever hear of or did you ever become aware of a large 24 United States Navy project on the island of Guam which 25 would involve or perspectively involved Refractory & 1 Insulation Corporation supplying refractory Insulation 2 materials to that job? 3 A I have no recollection* 4 0 We'll advance it a little bit. When you came on board in 5 1949, requisitions were going out on this job, some sales 6 correspondense from Mr* Ruben. Did you have any 7 knowledge of this job at that time? 8 A No. 9 Q When was the first time you had any knowledge of that job 10 in conjunction with this lawsuits? 11 A Regarding that job, this lawsuit? Yes. 12 Q That was my question, yes* 13 A Yes. 14 Q Now, how often would it be that you would visit the Port 15 Kennedy facility back in the times that you were employed 16 in the summer; did that happen at all? 17 A It wouldn't be a regular thing. It would be by 18 exception, really. 19 Q All right. Well, when you say not "a regular thing," 20 couple times a summer? 21 A No. If I got there once, it would be more normal. 22 Q When you came to work for Refractory & Insulation 23 Corporation in 1949, after college, did you immediately 24 assume the position of secretary of the corporation? 25 A Yes. 30 1 Q And were you based at that time in Hew York? 2 A Yes* 3 Q And is it air to say from your previous testimony that 4 you were based primarily at 120 Wall Street until 1961? 5 A Yes* 6 G In your role as secretary -- and I am referring 7 specifically to your job duties when you came on board as 8 a full-time employee out of college* Pirst of all* what 9 were those duties? 10 A It really took a minimal amount of time* It was 11 primarily to write up the minutes of four directors 12 meetings a year* 13 Q You were also employed as an employee of Refractory & 14 Insulation Corporation? 15 A Yes* 16 Q What was your title? 17 A I was -- well# I was secretary. 18 Q I understand that* 19 A I did bookkeeping* I did mailing* 20 Q Were you ever involved in reports to governmental 21 entities# state and federal# in connection with various 22 recording that would be required by law? 23 MR* FONKENt During what time 24 period now? 25 Q (By Mr* Thompson# continuing) We are talking starting out 3T 1 in 1949. 2 A Ho. 3 Q Were you ever subsequently involved in any of that? 4 A At some point In time there's a report that goes to the 5 government where you have to put tonnages and, I believe, 6 its dollar amounts. Might only be tonnages of 7 refractories and that's the only government report I have 8 really been involved in. 9 0 Mr. Christenson, in your role as secretary, and I guess 10 you didn't have any other real title, beginning in 1949, 11 what were your contacts with the Port Kennedy, 12 Pennysylvania plant? Let's talk 1949. How frequently 13 would you go to the plant? 14 MR. FONKENi In context you are 15 talking about physical visit? 16 MR. THOMPSONi Physical visit, 17 yeah. 18 A (Continuing) I'd say two or three times a year. 19 Q In 1949 who was the chief operating executive on site at 20 the plant? 21 A H. N. Clark. 22 Q Horris N. Clark? 23 A Horris Clark. 24 0 I'll just ask this) is Horris H. Clark by any chance 25 still living today? 32 1 A Ho, 2 HR. GRANT: Dave, your question 3 was at Port Kennedy? 4 HR. THOMPSON* Yeah. 5 HR. GRANT: Or in New York? 6 HR. THOMPSON: Mo. I vac asking 7 in Port Kennedy. 8 MR. FONKEN: That is correct. 9 That's what you understood, right? 10 THE WITNESS: That is. 11 MR. THOMPSON: I don't know -- 12 if I misstated myself, I'm sorry. 13 THE WITNESS: No. That's fine. 14 Q (By Mr. Thompson, continuing) Who was second in command? 15 I'm using very blunt terms here. 16 A At Port Kennedy? 17 Q At Port Kennedy in 1949. 18 A C. K. Clark. 19 Q And -- 20 A I'm sorry. It was Christopher Branda, B-R-A-N-D-A. 21 Q And Christopher Branda; is he still living today? 22 A I don't know. 23 G When did Borris N. Clark die? 24 A 19 -- 1 think it was -- somewhere between *66, '67,. '68. 25 Q Sometime between '66 and *68, approximately? 77 1 A Yes* 2 Q Do you know what he died of? 3 A No. 4 Q Christopher Branda; is he still living today? 5 A I don't know* I would 6ay this* I think he would be 6 very old if he was still living* 7 Q How old a man would you estimate that Nr* Branda would be 6 if he was still living today? 9 A About 89# 90* 10 Q C* K* Clark; was he the son of Dorris N. Clark? 11 A He was a brother* 12 Q Is C* K. Clark still living today? 13 A Yes# he is* 14 Q Where is C* K* Clark today? 15 A Norristown# Pennysylvania. 16 G And how old a man is C* K. Clark today? 17 A Eighty-seven# 88* 18 G What kind of health is Mr. Clark in today? 19 A I understand it's failing* 20 G I'm going to break here and just ask you; do you know -- 21 well# first of all# 1 know that you have been deposed in 22 connection with some other cases* I have read a couple 23 transcripts* Could you tell me if you could remember 24 back to the first time that you have been deposed in 25 connection with an asbestos personal injury case# or an 34 1 asbestos related workers1 compensation claim? 2 MR. FONKEN* Are you asking a 3 year now? 4 MR. THOMPSON! Well, yeah, 5 approximately what time. 6 MR. GRANTi That he was 7 deposed? e MR. THOMPSON! Yeah. 9 A (Continuing) It was 1977. 10 Q And do you remember the name of the case or the name of 11 the claimant? 12 A No, but it was -- 13 Q Was it a plant worker* case? 14 A Ho. 15 0 It was a third party case filed by someone who alleged to 16 have sustained asbestos related personal injury by 17 exposure to R & I products? 18 MR. FONKENs If you know what 19 kind of a case it was. I guess he is asking that. If 20 you don't, tell him. 21 A (Continuing) It was in Tennessee. 22 Q Do you know who the lawyers were? Paul Gillanwater; does 23 that name ring a bell? 24 A That name is familiar to me. I can't say in this 25 connection. I have heard the name 35 1 G Do you know who was representing Combustion Engineering 2 at that time? 3 A Yes. 4 Q Who was? 5 A George Morton. 6 Q George Morton? 7 A Morton. 8 G M-O-R-T-O-N? 9 A Yes. 10 Q Where is he practicing law or where did he practice law? 11 A Knoxville, Tennessee. 12 G And that case was venued in Tennessee, I assume? 13 A I don't know what that means. 14 G The case was filed in Tennessee? 15 A I believe so. 16 G Okay. After 1977 what was the next time you were deposed 17 in this connection? 18 MR. FONKEMs You mean in 19 connection with asbestos? 20 G (By Mr. Thompson, continuing) In connection with asbestos 21 litigation and/or workers' compensation? 22 A I have never had anything to do with worker comp claims. 23 Q Okay. 24 A X really don't know. Probably was either '79, '80. 25 0 Okay. And in 1979, '80 where were you deposed? 36 1 A Well, 1 was deposed in Philadelphia several times* There 2 was also some Louisiana cases* 3 Q in connection with the Pennsylvania coses, who was the 4 attorney representing Combustion? 5 A His name was Andre Dennis* 6 Q And he's based in Philadelphia, Z assume? 7 A Yes. 8 Q And that's D-E-N-N-I-S? 9 A Yes* 10 Q Do you know who the plaintiffs' lawyers or some of them 11 were? Gene Luchs; does that ring a bell? 12 A Name's familiar, yes. 13 Q Ed Ruben? 14 A Ruben is* 15 Q Any others? 16 A I think there was somebody by -- the last name was Paul* 17 Then it was -- 18 Q What type of cases were these? Were these plant worker 19 cases or were they -- 20 A No* They weren't plant worker cases* 21 Q None of them were plant worker cases? 22 A None of these people were employed by us* 23 Q In any deposition that you testified in connection with? 24 A No. 25 Q Approximately how many depositions have you given ------------------------------------------------------------------------------------------------- 37--------------1 altogether? 2 A Eleven* 3 Q That's a good approximate number. 4 When were you deposed in Louisiana? 5 A I would think it was 1981* 6 Q And do you know who the defense lawyer was representing 7 Combustion in Louisiana? 8 A Yes. Michael Johnson. 9 0 And he's in New Orleans? 10 A Yes. 11 Q Plaintiff's lawyer down there* do you have any knowledge 12 of the name there? 13 A Z don't recall the name. 14 0 Okay* Row many times were you deposed in connection with 15 the Louisiana cases? Just once? 16 A Yes* once* 17 Q Once in Tennessee? 18 A Once in Tennessee* 19 Q Nine times in Philadelphia? 20 A No* There was some in New Jersey. 21 Q Okay* When were you deposed in New Jersey? 22 A Well* it might have been '81, '82. And once in 23 Illinois* 24 Q In New Jersey who was the defense lawyer for Combustion? 25 A Peter Piro* 38 1 Q And he's based In Newark* New Jersey? 2 A Northern New Jersey* 3 Q Did you know who the plaintiff'6 lawyer was when Hr* Piro 4 was representing Combustion? 5 A No. 6 Q Okay* Were those cases venued in Essex County or -- 7 A I don't know. 8 Q -- all over the place? 9 Okay* You don't know. 10 How many times were you deposed in 11 New Jersey? 12 A I recall once* specifically. 13 Q You don't know who the plaintiffs' lawyers were; firm 14 name Williams* Colon* Spitzer (ph*)* One Woodbridge 15 Plaza* Woodbridge New Jersey? 16 A Name's familiar*' 17 Q Once in Illinois? 18 A Once in Illinois* 19 Q When was that? 20 A 1960 or 1981* 21 Q And at that time how many times were you deposed in 22 Illinois? Once? 23 A Once* 24 Q Who was the defense lawyer for Combustion? 25 A Edward Helia* H-E-L I-A. 3? 1 Q And he was in Chicago? 2 A Chicago* 3 Q Do you know who the plaintiff's attorney was? 4 A No. 5 Q I'm going to recap and see if it's what you have 6 remembered 7 First time you were deposed, to 8 your memory today# was in Tennessee. George Norton was 9 the defense attorney for Combustion in Knoxville# 10 Tennessee? 11 A Yes. The only thing I want to say is I wasn't 12 necessarily in Tennessee or in Louisiana, okay# but those 13 were the -- 14 Q You're giving me what I'm looking for. 15 A -- places. 16 Q 1979# *80 you believe you were deposed in Philadelphia 17 maybe more than once? 18 A Yes. 19 Q Andre Dennis of Philadelphia was the defense lawyer? 20 A For awhile. 21 Q Then who was it? 22 A Joseph Winning. 23 Q Joseph Winning? 24 A Yes. It's William Winning. It's not Joseph. 25 Q And then in Louisiana you were deposed approximately 40 1 once. Michael Johnson of Mew Orleans was the defense 2 lawyer? 3 A Yes. 4 0 New Jersey; Peter Piro was the defense lawyer. You were 5 deposed, you remember , once? 6 A Right. 7 Q Illinois; Ed Melia, M-E-L-I-A, was the defense lawyer? e A Yes. 9 Q And were you deposed after '79, *80 in Philadelphia, as 10 well? 11 A Yes. 12 Q What year were you deposed in Philadelphia* to your 13 knowledge? 14 A Well -- 15 Q I understand there were a number of them? 16 A Yes. 1985, 1 know for sure. 19 -- 17 Q Who was the plaintiff's lawyer in that case? 18 A His name was Mitchell Colon, C-O-L-O-N. 19 Q Was Ed Ruben at that deposition, too? 20 A 1 don't think so. 21 Q And where was Mr. Colon based? 22 A Philadelphia. 23 Q Does he practice with Gene Luchs, do you know? 24 A I don't know. 25 Q Okay. So was that the la6t time you were deposed in ------------------------------------------------------------------------------------------------- 41--------------- 1 Philadelphia? 2 A I'm sotry. That was -- 1987 was the last time. 3 0 And that would have been that Mitchell Colon instance, 4 correct? 5 A Yes. 6 Q Any after that? Is this the next deposition? 7 A Ho. This is the first one after that. 8 Q Okay. When in *87 were you deposed there? 9 A June or July. 10 Q That was in connection with a personal injury or property 11 damage case? 12 A Personal injury. 13 0 And was there one plaintiff or a number of them? 14 A There was one plaintiff. 15 0 And where did he work? do you know? 16 A The plaintiff? 17 Q (Affirmative nod.) 18 A Be was a contractor. Be worked a number of places. 19 0 Do you know his name? 20 A Kerwin Kelly. 21 Q K-E-R? 22 A K-E-R-W-I-N, Kelly, K-E-L-L-Y. 23 Q How long was that deposition? 24 25 last? MR. POHKEN* How long did it 42 1 MR. THOMPSON: Yes. 2 A (Continuing) For me? 3 Q Right. 4 A Hour, hour and a half. 5 Q Okay. And then prior to 1987 when were you deposed? 6 A *86. 7 Q And was that in Philadelphia? 8 A Philadelphia. Same case. 9 Q Okay. Prior to that time when were you deposed? 10 A Okay. I really can't put a, you know, fix a date on it. 11 1 would say '82, *83. 12 Q All right. And that was in Philadelphia? 13 A Philadelphia. 14 0 And do you remember the plaintiff's name in that case or 15 those cases? 16 A Mo, I don't remember the plaintiff's name. 17 Q Were there a number of them, captions with a number of -- 18 A I don't recall. 19 Q Just going to look for a document for one moment hete and 20 then we'll start up. 21 MP.* GRANT: Are you going to 22 take a five minute break? 23 MR. THOMPSON: Sure. 24 (At this time a brief recess was 25 held off the record.) XI---------------1 (At this time Christenson 2 Deposition Exhibits Numbers 1 and 2 were marked for 3 identification by the court reporter.) 4 Q (By Nr* Thompson, continuing) Nr* Christenson, I'm going 5 to show you copies of an exhibit which I have had marked 6 Deposition Exhibit Number 1 and Number 2. They are 7 attachments to the 5/19/63 agreement or contract 8 involving the transaction that occurred on that date and 9 there are a number of names on both documents* 10 Turning first to Deposition Exhibit 11 Number 1, which is the one on your right -- they ate 12 marked at the bottom of each page -- I wonder if you 13 could tell me, going in order here -- and I'm going to 14 focus on 1946, to your knowledge. 15 A Right* 16 Q Okay* To your knowledge was H* K* Clark with the company 17 as of the year 19467 18 A Yes* 19 Q And was he based in -- I think I have asked this 20 question* I believe you stated that he was based in Port 21 Kennedy? 22 A Spent most of his time there. 23 Q And he was chief of operations from at least 1946 through 24 1950 and beyond, is that correct, at Port Kennedy? 25 A oh, yes. 44 1 Q I believe that he was later than that* I'm just 2 confining myself to this period of time right now* 3 Then the second name on there -- 4 and I'm reading upside down -- is H. C. Ruben. 5 A Right. 6 Q Now, H. C. Ruben, I believe you have testified, was based 7 in the New York office? 8 A Yes. 9 Q Was he based in the New York office in the period *46 10 through 1950? 11 A Yes. 12 Q And he was the Treasurer of the corporation at that time? 13 A Yes. 14 Q Do you recognize his signature? 15 A Yes. ie (At this time a brief discussion 17 was held off the record.) 18 (At this time Christenson 19 Deposition Exhibit No. 3 was marked for identification by 20 the court reporter.) 21 Q (By Hr. Thompson, continuing) Mr. Christenson, I'm going 22 to hand you what's been marked as Deposition Exhibit 23 Number 3. It appears on stationery of Refractory & 24 Insulation Corporation and the R & I logo, signifying 25 also 120 Wall Street, New York 5. X wonder if you could *3--------------1 take a look at that document. It looks like a negative, 2 1C you will. I'm interested, first of all, if you 3 recognize that stationary. 4 A Yes. S 0 Was that the stationery or does the logo on Deposition 6 Exhibit Number 3 correspond with your memory of what the 7 regular letterhead of Refractory & Insulation Corporation 8 and its main office, what it was in 19497 9 A Yes. 10 Q Now, the RSI and the circle, was that the logo of the 11 corporation? 12 A Yes. 13 0 Now, if you look at the bottom, I believe there's a 14 signature on that copy of the correspondence or a copy of 15 a signature on that correspondence. I wonder if you 16 could tell me if you recognise that signature. 17 A Yes, I could. 18 Q And whose signature is that? 19 A H. C. Ruben. 20 G That appears to be a true and accurate copy of his 21 signature; is that correct? 22 A Yes. 23 Q On a true and accurate copy of Refractory & Insulation 24 corporate letterhead at that time period? 25 A Yes. 46 1 Q Do you ever remember a product known as CEC Special? 2 A Yes. 3 G What was CEC Special? 4 A It was an insulating cement* It was similar to 5 Stic-Tite* except that it had some dry silicate soda in 6 it, the purpose for which* when water was added to the 7 product* the silicate soda would be in solution* you 8 know* and when you trowel* the water would tend to come 9 to the surface. And when it dried* it made it a stronger 10 insulating cement. 11 G Now* did this insulating cement contain asbestos fiber? 12 A Yes. 13 Q What type of asbestos fiber did it contain* to the best 14 of your knowledge? 15 A Chrysotil* 16 G What years was CEC manufactured? 17 A It was manufactured when I* you know I remember in 18 1949 and it was discontinued in the early '40b, '50s. 19 G Okay* So it was being manufactured at Port Kennedy in 20 1949? 21 A Yes. 22 Q And was discontinued in -- 23 A In the early f50s* 24 Q Does CEC stand for Combustion Engineering Corporation? 25 A Yes* 47 X Q What was the season foe that particular designation? 2 MR. FONKEN: If you know. 3 Q (By Mr. Thompson, continuing) If you know. 4 A I don't know. 5 Q Did Refractory a Insulation Corporation do a lot of 6 business with Combustion Engineering Corporation when you 7 first became associated with Refractory a Insulation in 8 an employee capacity, as a worker? Do you have any 9 knowledge of that? 10 A Yes. 11 0 And Refractory a Insulation Corporation did a lot of 12 . business with Combustion at that time, which would have 13 been approximately 1946, *47? 14 A They were a good customer. 15 0 When you say "a.good customer," were they in the top two 16 or three or five of all summers? 17 A I would say they are. 18 0 I'm talking as of 1946, '47? 19 A I would say they were. 20 Q Were they the number one customer? 21 A Probably. 22 Q Do you have any idea of volume and dollars of sales that 23 Combustion Engineering represented as a purchaser? 24 MR. FONKENt In 1946 now you are 25 asking? 48 X Q (By Hr. Thompson# continuing) '46# '47? 2 A No. 3 Q Do you have any idea of percentage of total -- let's look 4 at it this way -- total Refractory & Insulation products 5 sales. 6 Let me ask you a prefatory 7 question. I have so many questions X want to ask you. e First# did Combustion Engineering 9 Corporation in 1946# *47# to the best of your knowledge# 10 purchase both refractory products and insulation products 11 manufactured by Refractory & Insulation Corporation? 12 A Yes. 13 Q At that time could you give me a rough percentage of the 14 volume and sales that each arm of the company# refractory 15 versus insulation# occupied at that time# in terms of 16 total sales? 17 A At that time it was -- might have been 50-50. 16 Q What percentage of total sales did Combustion Engineering 19 account for? I'm talking now# encompassing now# both 20 refractory and insulation products manufactured by 21 Refractory 6 Insulation Corporation. Fifty percent? 22 A In what year? 23 Q Approximately 1946. 24 A I don't know. 25 0 Okay. Let's say 1949. 49 1 A The only thing really -- the number that sticks in my 2 mind is total sales in 1949 were about $700,000. 3 Q Okay, 4 A And I don't know what percentage of that wae Combustion. 5 Q Is it fair to say that in 1949 Combustion wae the number 6 one customer of R 6 17 7 A I think so* 8 C What about in succeeding years, 1950, '51, *52? 9 A What happened was the sales market -- 10 MR. FONKEN: First of all, are 11 you asking the same questions, what percentage? 12 Q (By Mr. Thompson, continuing) You have testified that, to 13 the best of your knowledge, Combustion was the number one 14 customer of R & I in 1949. What about 1950? 15 A Well, I can't say specifically 1950, but what started to 16 happen, the sales department started to get orders from 17 the steel industry and that segment of the business 18 started to grow. That was refractory business, 19 predominantly. 20 Q Okay. But Combustion Engineering continued to be a very 21 large account? 22 A Yes. 23 Q For both refractory and insulation products? 24 A Yes. As time went on, refractories, due to design 25 changes, the use of refractories declined dramatically. 50 1 Q So the insulation increased and refractories decreased. 2 Is that essentially what took place? 3 A With Combustion that would be true* 4 MR* GRANT: Time frame for 5 that? 6 Q (By Hr* Thompson, continuing) Yeah. 7 A Nell, the design changes really started in the *505, but 8 then, let's cay, in 1955 there was a dramatic change for 9 the design and in 1965 it virtually wiped out all 10 refractory. n Q Now, we're doing what often happens in my depositions and 12 that's that we get afield a bit. If we could go back to 13 what's been marked as Deposition Exhibit Number 1, I 14 think we were up to H* C* Ruben* And I believe your 15 testimony was that he worked in New York primarily and 16 his position was Treasurer; is that correct? 17 A Yes. 18 0 C. K. Clark; he was at Port Kennedy? 19 A Yes. 20 0 And I believe you have testified that -- did you testify 21 that he is still living? 22 A Yes, he is still living. 23 MR. FONKEN: Are you specifying 24 any time frame for people being at Port Kennedy versus 25 somewhere else 51 1 MR. THOMPSON: I'm talking 1946 2 through *49. 3 MR. FONKEH* Through '50? 4 MR. THOMPSON: Or through *50. 5 Q (By Mr. Thompson# continuing) Next name is R. T. Hegeman? 6 A Hegeman. 7 Q Now# is R. T. Hegeman still alive# to your knowledge? 8 A Yes# yes. 9 Q Where does he live? 10 A Vero Beach# Florida. 11 Q Bow old a man is Mr. Hegeman today; do you know? 12 A Seventy-two. 13 Q Is he in good health# to your knowledge? 14 A Yes. 15 0 What was his job? 16 A At that point? 17 Q No. 1949 through *50. 18 A I think it might have been sales manager. 19 Q And F. T. Christenson; that's you? 20 A That's me. 21 Q A. S. Arwine; would you know -- 22 A Arwine. 23 Q Is Mr. Arwine living today? 24 A No. 25 Q Was he based at Port Kennedy? 52 1 A Yes. 2 Q Do you know what he died of? 3 A Ho. 4 G Do you know when he died? 5 A I think it was late '70s. 6 Q G. Andrews? 7 A Yes. 8 C Is Mr. Andrews still alive? 9 A He wasn't with the company at that time period. 10 Q Okay. Mr. Bliss we have discussed. And J. Bliss was in 11 New York? 12 A New York# yes. 13 Q That was not the Bliss that was in New Jersey; is that 14 right? 15 A Yes. I'm sorry. This is J. A. Bliss and at this point 16 in time he would have been in New Jersey. 17 Q All right. And he was in New Jersey in the late '40s; is 18 that right? 19 A Yes. 20 Q And Hr. Bliss is not still alive? 21 A No. He is deceased. 22 Q And John J is dead, too, his father? 23 A Yes. 24 G R. G. Hammer; was he employed at that time? 25 A He was employed. 53 1 C We're talking '46 through '50? 2 A Yes. Re was located in Chicago. 3 Q Was he a 6ales manager out there* western district sales 4 manager? 5 A At this point in time he was a salesman. 6 Q Is he still living? 7 A No, he isn't. 8 Q Do you know what he died of? 9 A He had a bad heart. 10 Q G. Mann, H-A-N-N? 11 A Right. 12 Q Do you know where he's living today? 13 A Yes. 14 Q Where is that? 15 A It's near Ardmore, Pennsylvania. 16 Q Was he working in Port Kennedy at that time? 17 A No. He had his own little office in Philadelphia. 18 Q Is he the sales representative for the Philadelphia area? 19 A Be was the sales rep, yes. 20 Q Did he later work at Port Kennedy? 21 A Later the office was moved to Port Kennedy, yes. 22 Q Was he always involved in sales? 23 A Yes. 24 Q Would he have any knowledge of the manufacturing 25 operation? 54 1 MR. FONKENi 1 am objecting. Mo 2 foundation as to what knowledge he may have. 3 MR. THOMPSON* I agree. 4 0 (By Mr. Thompson# continuing) Okay. T. O'Dwyer -- 5 A Right. 6 Q Is he still alive? 7 A O'Dwyer's alive* He resides in Jacksonville* Florida. I e don't know. I'm trying to remember when he came and it 9 probably was '47 to '46. 10 Q And was he at Port Kennedy? 11 A No. He worked in the New York office. 12 Q Did he ever work at Port Kennedy? 13 A Ho. 14 0 All right. Now* I'd like to go over this other list. I 15 think we have covered a number of the people. The first 16 name on Deposition Exhibit Humber 2 is George H. Andrews* 17 Junior. Would that be the same as G. Andrews? 18 A Yes. 19 Q And Alva S. Arwine would be the same as A. S. Arwine? 20 A Right. 21 Q Joseph A. Bellington; is Mr. Bellington still alive 22 today? 23 A Yes# he is. 24 Q Was he employed by the company between 1946 and '50? 25 A It might have been '47 that he came to the company. 55 1 Q What was hie position? 2 A Re was the order entry clerk for part of that time* 3 Q Where does he live now? 4 A Ponte Vedta* Florida. 5 Q And is he in good health today? 6 A Yes. 7 Q What did his role consist of, to the best of your 8 knowledge, back in the '40s? 9 A Re would receive the orders, either through the mail or 10 on the telephone, write them up so they could be -- 11 Q From customers? 12 A From customers. 13 Q Okay. Rudolph G. Hammer would be the same as R. G, 14 Hammer? 15 A Yes. 16 Q Raymond T. Regeman would be the same as R. T. Hegeman? 17 A Yes. 18 Q George A. Mann would be the same as G. Mann? 19 A Yes. 20 Q Howard L. Marwick; is Mr. Marwick alive today, to the 21 best of your knowledge? 22 A No, he is not. 23 Q Do you know what Mr. Marwick died of? 24 A No. 25 Q Was Mr. Marwick employed by Refractory 6 Insulation 56 1 Corporation in the late '40b? 2 A Yes. 3 Q What was his role or job? 4 A He was in the sales capacity. 5 0 Did he work at Port Kennedy? 6 A No. He worked out of the New York office for most of 7 that time. 8 0 Robert Nelson; would that be the same as Robert E. 9 Nelson? 10 A Yes. 11 Q Would he have been the person who is in charge of quality 12 control at the quality control lab at Refractory & 13 Insulation Corp. for a number of years? 14 A Not at that time. 15 Q What was he doing in the late '40s? 16 A A student. 17 Q Was he working for Refractory 6 Insulation Corporation in 18 the late *40s? 19 A No. 20 Q When did he begin work with Refractory & Insulation 21 Corp.? 22 A I thought it was 1951* 23 Q That's right. But that is the Nelson, that's the Robert 24 B. Nelson? 25 A Yes, it is. 57 1 0 Robert Nelson# the same. 2 Thomas L O'Dwyer is the same as T. 3 O'Dwyer? 4 A Yes. 5 G Harold C. Ruben is the Mr. Ruben whose signature you have 6 sited as appearing on Deposition Exhibit 3? 7 A Yes. 8 Q Henry F. Smith; do you know when Mr. Smith first became 9 employed by Refractory & Insulation Corporation? Was it 10 1936? 11 A Yes. 12 Q And he served as plant manager -- well# a number of 13 positions# but he retired as plant manager. Port Kennedy, 14 1982# approximately? 15 A Yes. 16 Q He died of a heart attack recently? 17 A Yes. 18 Q Did he have any pulmonary problems, to the best of your 19 knowledge? 20 A I don't know. 21 Q Do you know where he was when he died? 22 A In the hospital. 23 0 Mr. Smith. 24 A In the hospital. 25 0 Hospital. Do you know where the hospital was? 58 1 A Philadelphia* 2 Q Do you know which one it was? 3 A I don't know why the name Lankenow comes to me. 4 Q Lankenow? 5 A Yeah. 6 Q William F. Snyder? 7 A The salesman* e Q Was he working with the company in 1946 through '50? 9 A No. 10 Q Okay* Now, I'd like to go back to CEC Special for a 11 moment* You have stated that it was an insulator, like 12 Stic-Tite, but that it had -- did you say what type of 13 soda? 14 A Silicate of soda* 15 0 Silicate of soda in it so that when water was added, it 16 would expand? 17 A No* It would just go into solution* 18 Q And you believe that it was made or it was being made 19 when you first were a full-time employee, the first time 20 that you had knowledge of it in 1949* And then you 21 believe it was discontinued in the early '50s? 22 A Yes. 23 Q And you don't know why it was discontinued? 24 A I don't* It was lack of sales volume* 25 Q It was a product which was sold exclusively to Combustion 1 59 1 Engineering Corporation? 2 A We had some product# as I recall. It was called Heat 3 Check or Number 1800. 4 Q Heat Check? 5 (1R. FONKENt Hie question was -- e Q (By Mr. Thompson# continuing) Was CEC Special sold 7 exclusively to Combustion Engineering? 0 A Yes# it was. 9 Q But essentially the same product would be marketed under 10 another name# such as Heat Check. What was the other 11 number? 12 A Heat Check or 1800 cement. 13 HR. THOMPSON* If I may have a 14 moment# I want to mark an exhibit# Counsel. 15 Q (By Mr. Thompson# continuing) Hr. Christenson# what 16 percentage of CEC Special was Ctic-Tite? In other words, 17 how much of it amounted to Stic-Tite? Was there any 16 Stic-Tite in it? 19 A t don't know. Really I don't know the formula. 20 Q Would Hr. Momme be in possession of that formula? 21 MR. FONKENi If you know. 22 0 (By Mr. Thompson# continuing) If you know. 23 A I don't know. 24 Q Mr. Christenson# who developed the formulation for CEC 25 Special? Was it Combustion Engineering or it was 60 1 Refractory & Insulation Corporation? 2 A I don't know, but I assume it was us, R & 1. 3 Q Why would you assume that, when it was called CEC 4 Special? 5 A Combustion had, you know, no knowledge, really, of the 6 product. 7 MR. FONKENs He's going to get 8 you to try to assume plenty of things. Don't do it on 9 your own. 10 Q (By Mr. Thompson, continuing) Have you ever heard of an 11 outfit called Brown-Pacific-Moxon? 12 A Not until I read it in this. 13 Q In the context of this lawsuit? 14 A Yes. 15 Q Mr. Christenson*, do you have any knowledge of any dust 16 surveys ever being conducted at the Port Kennedy, 17 Pennsylvania plant by anybody? 18 A No. 19 Q So you don't now if there have been any or there haven't 20 been any? 21 A No, I don't know. 22 Q Have you ever heard of any dust surveys being conducted? 23 A No. 24 Q In the context of your job, now, your full-time job, 25 beginning in 1949, up through 1961, when I believe that 61 1 you moved to Port Kennedy, was your contact with the Port 2 Kennedy facility on a regular basis? 3 A I*d say primarily expeditingmaterial. 4 Q Was that by telephone? 5 A Telephone, usually. 6 Q Row often would you visit the plant? 7 A Again, it was an irregular thing; three# four times a 8 year. 9 0 And that would be from, say, '49 through 1961? 10 A Yes. 11 Q And you visited the plant three, four times a year on 12 average? 13 A Yes. I would say that in *61 I stepped it up more than 14 that 15 Q Why was that? 16 A Well, Z just wanted to become more familiar with what was 17 going on. 18 Q That was just before you moved over there, is that 19 correct? 20 A Yes. 21 Q And what was the reason for the move? 22 A From Hew York? 23 Q (Affirmative nod.) 24 A Well, Hr. Clack wanted it moved and it was an efficiency. 25 Q Cost cutting move? 62 1 A Yes. 2 Q And that was Hotels N. Clark? 3 A Right. 4 C Nowf in those subsequent years -- when I say "subsequent 5 years/* I *m talking about *50 through *61 -- you were 6 visiting the plant three or four times a year, correct? 7 A Yes. 0 Q Did you ever/ during that time period/ inspect or view 9 the manufacturing area of the plant? 10 A Yes. 11 Q Do you have a working knowledge of how the plant was laid 12 out in the late 1940s? 13 A Pretty well. 14 Q Is it fair to say that the plant was basically segregated 15 into a refractory operation and an insulation operation? 16 A Yes. 17 Q And was there a wall that separated the two operations/ 18 to the best of your memory and knowledge today? 19 A There was a wall with a door, yes. 20 Q And was that a brick wall? 21 A Yes. 22 23 these. HR. THOMPSONi VJould you mark 24 (At this time Christenson 25 Deposition Exhibits Numbers 4 and 5 were marked for 63 1 identification by the court reporter*) 2 Q (By Mr* Thompson, continuing) Mr* Christenson, I'm going 3 to show you what have been marked as Deposition Exhibits 4 4 and 5. They look like photographic negatives. They 5 are on what looks to be an order sheet stationery of 6 Combustion Engineering Superheater, Inc*, 6tates 200 7 Madison Avenue. Do you remember -- and 1 want to carry 6 you back to 1949* These are both dated 1949, August. 9 Deposition Exhibit Number 4 is dated June 23, *49. And 10 Deposition Exhibit Number 5 is dated the same date, 1 11 guess* Might even be the same -- no, they don't appear 12 to be the 6ame document* To the best of your knowledge, 13 did Combustion Engineering Superheater, Inc* have an 14 office at 200 Madison Avenue, New York? 15 A Yes. 16 0 Did you have occasion to visit that office frequently? 17 A Yes. 18 Q Was this because Combustion was the number one customer 19 of your company? 20 A It was a good customer. 21 Q What contacts did you routinely make? What was the 22 purpose of your visits to that office? 23 A Sale of material* 24 Q Were you involved in the sale of this particular material 25 that's referred to on Exhibit 4 and 5? And there are 64 1 lists of the Moldit, Stic-Tite, Pakinsul, CEC Special, 2 Mixture B. 3 A Mo. Didn*t start going up to Combustion until the early 4 '50s. 5 Q Who would have been the salesman or who would have been 6 the Refracturing 6 Insulation Corporation representative 7 who would have dealt with that account at that time? 6 A My father. 9 Q And who was the representative of Combustion who he would 10 have dealt with? 11 A He dealt with a number of people* 12 Q Was 200 Madison Avenue known as the Combustion 13 Engineering Building? 14 A Yeah. I think there was a plague outside, yes. 15 Q Mr. Christenson, did you have occasion often to visit 16 that 200 Madison Avenue office of Combustion Engineering 17 on a regular basis between, let's say, 1949, when you 18 came on board at R & I, and 1961, when you moved to Port 19 Kennedy? 20 A Well, X didn't start in '49. I didn't start really going 21 up there until the early '50s, but then Combustion moved 22 to their office. The people we would be involved with 23 were in Windsor, Connecticut, so we had to go up to 24 Windsor, Connecticut to see them. 25 Q Looking at these two documents which have been marked as 65 1 Deposition Exhibits 4 and 5, do you recognize the logo 2 and the type of ordering presentation or the type of 3 format that appears in those exhibits? 4 A Yeah* Z don't see a logo, but I recognize it. 5 0 When I say "logo," I guess I mean letterhead. 6 A Yes, I do* 7 0 It's an ordering letterhead* Is that familiar to you? 8 A Yes* 9 Q You can't say whether you saw this particular logo 10 before? 11 A No. 12 Q Would you have been working in that office on June 23, 13 1949? 14 HR. FONKENi Which office? 15 Q (By Hr. Thompson, continuing) New York office? 16 A I think I started June 22* 17 Q Probably fair to say that you didn't see those two 18 documents specifically, but documents like them, I guess? 19 A Yes. 20 Q Let me have a moment here* I'm looking for a couple of 21 exhibits that I want to have marked. 22 HR. FONKEH: Feel free. 23 Q (By Mr. Thompson, continuing) Mr. Christenson, do you 24 know a gentleman named E. H. Luchs, L-U-C-H-S, of Mundet 25 Cork Corporation? 66 1 A I have met him* 2 G Okay. Do you know what role he occupied with Munaet? 3 A No. 4 Q Do you know a gentleman named R. R* Forter? 5 A I don't remember that name* 6 Q Keasbey & Mattison? 7 A No, 1 don't remember* 8 0 Row close to Alhambra# Pennsylvania is Port Kennedy? 9 A Seven miles# eight miles* 10 Q Did you ever have any contact or meetings with people who 11 worked or Keasbey & HattiBon at Alhambra# Pennsylvania? 12 A Yeah. Rot with Keasbey & Mattison. 13 Q With whom then? Anybody else in Alhambra? 14 A There was Nicollet that bought that plant* 15 G And it was after Nicollet purchased the Keasbey & 16 Mattison plant that you would have had contact with those 17 people? 18 A Yes* 19 G Do you know a gentleman named R. E. Buckley of Pittsburgh 20 Corning? 21 A I can place the face# you know* 22 Q Do you know a gentleman named G. J. Christner of 23 Eagle-Picher? 24 A Yes. 25 0 And how long have you known Hr. Christner? 67 1 A Well# since the early '508* 2 Q And what would your contact with Mr* Christner be on a 3 routine basis? What was his role with Eagie-Picher? 4 A Re was in charge of the insulation division. He was the 5 vice president* 6 HR. FONKEN: How are you 7 spelling that name? 8 MR. THOMPSON'. 9 OB-R-I-S-T-N-E-R. 10 MR. FONKEN: Thank you. 11 Q (By Mr* Thompson# continuing) So he would be Chief of the 12 Insulation Division? 13 A Yes* 14 0 Okay. How well did you know Mr. Christner? 15 A Recognize each other* 16 Q How often would you talk to him over a course of a year 17 from# say# the early *508? 18 A Once or twice* 19 Q Do you know a gentleman named T. S. dousing# 20 C-L-O-U-fi-I-N-G# of M. H. Detrick Company? 21 A Yes* 22 Q Did he eventually become employed by Combustion 23 Engineering? 24 A For a short while he did* 25 Q Was he chief of operations# if you will# at the M. H. 68 1 Detrick plant In Aurora# Illinois? 2 MR, FOHKEHi During what period 3 of time? 4 Q (By Mr, Thompson# continuing) At any time, 5 A I only knew him as sales manager, 6 Q And that would have been prior to 1964 when a transaction 7 occurred with Combustion? 8 MR, FOHKEN: '63# you mean. 9 MR. TBOMPSONi '64, yes. This 10 is Detrick. 11 Q (By Mr. Thompson# continuing) Do you know a gentleman 12 named J. W. Cordrey of Fibreboard Faper Products? 13 A Yes. 14 Q How far back do you know Mr. Cordrey? Approximate# I 15 understand. 16 A Mid *508. 17 Q How about J. C. Voiles of Fibreboard? 18 A I have met him. 19 Q Khen did you first meet Hr. Voiles? 20 A Maybe late *50s. 21 0 How far back did you first meet Mr. Clousing? 22 A I think it had to be very late in the '50s. 23 Q How about H. P. Hutten of Ruberoid Company? 24 A I can't place the face. 25 Q Excuse me. B. B. Hutten# H-U-T-T-E-N. 69 1 A I can't place a face with the name. 2 Q How about J. B. Jobe or Jobe, J-O-B-E, Johns-Iianville? 3 A Yes. 4 Q How well did you know Mr. Jobe? 5 A Again, ve would recognize each other. 6 Q Johns-Manville plant in Manville, New Jersey was not all 7 that far away from your plant, was it? 8 A Fifty, 60 miles. 9 Q Did you know a gentleman named T. Johnson of Union 10 Asbestos & Rubber Company? 11 A 1 knew him. 12 Q How far back do you know Mr. Johnson; when did you first 13 meet him? 14 A 1 think that's the mid '50s. 15 Q How about P. D.`Raley, K-A-L-E-Y, of Pittsburgh Plate 16 Glass, PPG? 17 A I don't recall that name. 18 Q How about Ike Keith, R-E-I-T-H, of Forty-Eight 19 Insulations, Inc.? 20 A Yes. 21 Q When did you first meet Mr. Keith? 22 A I think it would be mid to late '50s. 23 0 How about F. W. Muller, M-U-L-L-E-R, of Gustin-Bacon? 24 That's G-U-S-T-I-N, Bacon, B-A-C-O-N. 25 A Yes. 70 1 Q Hr* Muller; when did you first meet Mr. Muller? 2 A Again, probably mid 150s. 3 Q Ever meet a gentleman named H. T. Williams, Owens-Corning 4 Fiberglas Corp.? 5 A Yes. 6 Q When did you first meet Mr. Williams? 7 A Again, 1 think it was mid *50s. 6 Q Ever know a gentleman named D. L. Hinmon of 9 Johns-Manvi1le? 10 A Yes. 11 0 When did you first meet Mr. Hinmon? 12 A Mid '50s. 13 Q How about L. A. Hoff of Johns-Manville? 14 A Yes. 15 Q Is there some common basis for you meeting all these 16 people in the mid or late (50s? 17 A Yes. 18 Q And what was that? 19 A Well, it started off -- I think it was the National 20 Mineral Wool Institute or Association. 21 Q Mow let me write that down here. Go ahead. 22 A And that association changed their name to the National 23 Insulation Manufacturers Association. 24 Q Now, the Mineral Wool Institute; when did that begin? 25 A I don't know when that began. 71 1 Q Approximately# by your best knowledge? 2 A Probably mid '40e. 3 HR. FOHKEHi Are you basing that 4 on a guess? 5 THE WITNESS: Yes. 6 HR. THOMPSON: Kell, to the best 7 of hi6 recollection today. I'm entitled to ask that# 8 Hark. 9 MR. FONKENt Sure. I just was 10 noticing the way the answer was given and I just wanted n to verify that. 12 Q (By Hr. Thompson# continuing) And the name of it was 13 National Mineral Wool Institute? 14 A Institute or association. I don't remember. 15 Q Where was that based? 16 A Lexington Avenue and# roughly# 40th Street in New York. 17 0 To the best of your knowledge# was Refractory > 18 Insulation Corporation a member of the National Mineral 19 Wool Institute or Association? 20 A Yes. 21 Q From the mid '40s# whenever it started? 22 A I don't know# but I know in 1949 they were. 23 Q Okay. In 1949 was Combustion Engineering a member of the 24 National Mineral Wool Institute or Association? 25 A Ho. 72 1 0 Were they an associate member or did they ever have a 2 representative that attended any meetings, to your 3 knowledge? 4 A No. 5 Q Now, you mentioned, when I read off some names to you, 6 that you remember first meeting these people in the mid 7 to late '50s. Could it have been earlier '50s that you 8 met 6ome of these guys? 9 A Possibly, but I believe people like Johns-Manville -- I 10 don't recall that they were members of the National 11 Mineral Wool Association. I think they became members 12 when it became the National Insulation Manufacturers 13 Association. 14 Q Let me ask you some of these other companies and see if 15 you can remember if they were members of the National 16 Mineral Wool Institute or Association. Mundet Corp.? 17 A Yes. No, not --- the Mundet Corporation wouldn't be a 18 member of that. 19 Q Keasbey & 'Matt Ison? 20 A No. 21 Q Pittsburgh Corning? 22 A No. 23 Q Refractory & Insulation Corporation? 24 A Yes* 25 Q Eagle-Picher Company? 73 1 A Yes. 2 Q And you said Mundet was not? 3 A No# no. 4 Q Fibreboatd? 5 A No. 6 Q BEilr Baldwin-Ehret-IIili? 7 A Under the name of Baldwin-Hill 8 Q And they were based in Trenton# New Jersey? 9 A Yes. 10 Q Ruberoid? 11 A No. 12 Q Johns-Manville? 13 A I don't recall Johns-Manville being a member of the 14 National Mineral Wool Association. 15 Q Union Asbestos 6 Rubber Company? 16 A No* 17 0 Pittsburgh Plate Glass# PPG? 18 A 1 don't know about that one. 19 Q Forty-Eight Insulations, Inc.? 20 A Yes. 21 Q Gustin-Bacon Manufacturing Company? 22 A They might have because they had glass fiber and -- 1 23 don't know# though they may have been. 24 Q Owens-Corning Fiberglas? 25 A X can't place# you know, a representative with them. 74 1 belonging to the national Mineral Wool Association. 2 Q Row about M. H. Detrick? 3 A Yes. 4 0 Now, the members of the National Mineral Wool Institute 5 or Association were manufacturers of both asbestos and 6 non-asbestos containing insulation products? 7 HR. FONREHs If you know. 6 Q (By Mr* Thompson, continuing) If you know. 9 A Say that again* 10 Q The members of the National Mineral Wool Institution or 11 Association were manufacturers of insulation products, 12 some of which contained asbestos, some of which did not, 13 to the best of your understanding? 14 A I would say yes* 15 Q And you have testified that the National Mineral Wool 16 Institution or Association at some point changed it's 17 name* Is it National Insulation Manufacturers 18 Association, NXMA, N-I-M-A? 19 A Yes. 20 0 Do you know when that name change occurred? 21 A I can approximate* 22 Q When was that? 23 A '55, *56. 24 Q Were you ever involved in representing Refractory & 25 Insulation Corporation in the activities of the National 75 1 Mineral Wool Institute or Association? 2 A Yes. 3 Q And when did that involvement come in? 4 A Quite early. The early '50s. 5 Q Who had represented the company prior to that time? 6 A Frank Christenson# my father. 7 Q Where were the meetings held; various places of that 8 organization? 9 A Various places. 10 Q Where was the first meeting of National Mineral Wool 11 Association or Institute held that you became aware of# 12 that you attended? 13 A It was held at their office. 14 Q At Lexington Avenue? 15 A Lexington Avenue. 16 Q And that would have been around 1949? 17 A No# no. I'd say it was probably like *52 or '53. 18 0 Was the first one you attended? 19 A Yes. 20 Q And in the meetings prior to that time your father would 21 have represented the company? 22 A Yes 23 Q Were minutes, of the meetings of this Association or 24 Institute kept? I believe they were. 25 MR. FONKENt You're not asking 76 1 whether they were kept up until today? 2 MR. THOMPSON: I'm talking about 3 the National Mineral Wool Association. Were they kept 4 contemporaneously was my question. 5 Q (By Mr* Thompson# continuing) And the answer is "yes"? 6 A Yes. 7 Q Do you know if any copies of these minutes exist today? 8 A I don't know. 9 Q Now# would the records of the National Mineral Wool 10 Institute have been transferred to the National 11 Insulation Manufacturers Association office when that 12 name change occurred? 13 A I don't know that. 14 Q Until the mid '506# around '55 or '56 when this name 15 change occurred# was there a shift in the location of the 16 office? 17 A Ho. 18 Q So the office stayed the same, in the same location? 19 A Yes. 20 Q And that would have been on Lexington Avenue in New York? 21 A Yes. 22 Q With regard to the National Mineral Wool Institute and 23 your attendance at those meetings# do you ever recall any 24 discussion with regard to the hazards of dust in 25 connection with the manufacture of insulation products? 77 1 A No. 2 Q Did you begin representing the company in approximately 3 1952, was that your testimony? 4 A My father and I would both attend. 5 Q And at any subsequent meetings of that organization* 6 whether it be the National Mineral Wool Institute or the 7 National Insulation Manufacturers Association* did you 6 ever have any discussion about the hazards of asbestos 9 dust? 10 A Not asbestos dust. 11 MR. THOMPSON* Could I have 12 those marked as exhibits. 13 (At this time Christenson 14 Deposition Exhibits Numbers 6 and 7 were marked for 15 identification by the court reporter.) 16 Q (By Mr. Thompson, continuing) Mr. Christenson, did you 17 attend a meeting of the Board of Directors of the 18 National Insulation Manufacturers Association at the 19 Biltmore Hotel in New York on January 13, 1960? 20 A I don't believe I was on the Board of Directors. 21 Q Well, I didn't ask you if you were on the Board. I asked 22 you if you had attended a meeting of Board of Directors 23 of National Insulation Manufacturers Association in 24 January of 1960. 25 A No. X don't recall. 7e 1 0 I have got something here that might help you remember. 2 MR* GRANTi What numbers did you 3 give those, David? 4 MR. THOMPSONi Theee are 6 and 5 7. Actually they are not in date sequence* Seven is an 6 earlier date. 7 Q (By Mr* Thompson, continuing) I'm going to show you 8 what's been marked as Deposition Exhibit Number 7, Mr. 9 Christenson* 10 A Okay* 11 Q It purports to be Minutes of Board of Directors Meeting 12 of the National Insulation Manufacturers Association, 13 Biltmore Hotel, New York, New York, January 13, 1960. It 14 says "Directors," then lists "F* T. Christenson, proxy 15 for Frank*" And to the right it says "Refractory & 16 Insulation Corp." I wonder if you could tell me, what 17 capacity were you in when you were at that meeting? Were 18 you, in fact, a director? Did you serve or was your 19 father a director and you were appearing -- 20 MR. FONKENi First of all, have 21 you established that he was present? 22 Q (By Mr* Thompson, continuing) Does this refresh your 23 recollection that you were present at the meeting? 24 A No, it doesn't* 25 Q So the fact that it says F* T. Christenson, that would be 79 1 you? 2 A That's me. 3 C Okay. But you don't remember being at that meeting? 4 A No. 5 Q And looking at these other people doesn't jog your memory 6 at all? 7 A No. 8 0 I'm going to call your attention to Page 2 of this 9 document* vhlch makes reference to a special committee 10 report on establishment of the safety program. Mr. Jobe 11 reported that safety was a subject that was considered in 12 conjunction with the manufacturing committee and that 13 basically a manufacturing program can be broken down in 14 the following parts; manufacturing methods, safety and 15 health. Could you just read (a), (b) and (c), 16 manufacturing methods, safety methods and health. 17 MR. FOHKENt Out loud or 18 silent? 19 MR. THOMPSON: No. Silently. 20 0 (By Mr. Thompson, continuing) And pause to reflect a 21 moment, if you could. See if you remember being at that 22 meeting. 23 A No, I don't. 24 Q Okay. With regard specifically to this last heading. 25 Health, *The feeling of the group on this aspect was that 80 1 the industry could benefit from such a program. This 2 subject will be studied further and a recommendation will 3 be made at the next NIMA Board Meeting." Do you remember 4 what the subject of that health discussion was? Did it 5 involve the hazards of asbestos? A I don't remember. 7 Q Okay. At that time had you been aware that asbestos was 8 hazardous at all? 9 A No. That's# you know -10 Q No. That18 an unequivocal "no"? 11 A Yes# sir. 12 Q Any way# shape or form? 13 A Yes. 14 Q Asbestos dust was the same as any other kind ol dust as 15 far as you were concerned? 16 HR. FONKEN: I would object to 17 the form of the question. Be has answered the question 18 as you stated it. And if you have some purpose in trying 19 to badger him into saying something else# X would like to 20 hear it. 21 0 (By Hr. Thompson# continuing) Asbestos dust# to you# was 22 no different than the dust off the street# as far as 23 harmful masses# as of January 13# 1960? 24 A Yes 25 Q 1 mean# that's a direct statement. 81 1 A YtS. 2 Q I would like you to look at Deposition Exhibit Number 6# 3 which appears on National Insulation Manufacturers 4 Association stationery. "Minutes of Board of Directors 5 of National Insulation Manufacturers Association, Ponte 6 Vedra Beach." Now, somebody has retired to Ponte Vedra 7 Beach, haven't they? 8 A Yes. 9 Q Who is that? 10 A Two people; Bellington and Andrews. 11 Q That's just a coincidence that this meeting happened to 12 be where they retired? 13 A That'8 right. 14 Q May 6, I960. I wonder if you could look under that. It 15 says "Directors." Frank Christenson; that would be your 16 dad? 17 A Yes. 18 Q Not using a middle initial, with Refractory & Insulation 19 Corp. Then on "Others Present, F. T. Christenson, 20 Treasurer --" 21 A Yes* 22 Q -- with Refractory Insulation Corp.". You occupied the 23 position of Treasurer of National Insulation 24 Manufacturers Association as of May 6, 1960? 25 A Yes. 82 1 Q Bad you been Treasurer in January of 1960? 2 A Yea* 3 Q I'm going to call your attention to Page 2 of this 4 document* It aays "Safety Program* It was the consensus 5 that the establishment of a NIMA Safety Program with 6 respect to health should be dropped*" Do you, of your own 7 knowledge today, remember why that safety program was 8 dropped? 9 A No. 10 Q You didn't remember the original safety program being 11 discussed in January of '60 and you don't remember what 12 went on as far as the safety program being dropped? 13 A That's right* 14 Q Now, of your own memory and knowledge, looking at these 15 two documents, does that letterhead that appears at the 16 top of Deposition Exhibit Number 6 appear to be the 17 letterhead of the National Insulation Manufacturers 18 Association, for which you served as Treasurer at that 19 time? 20 A X don't have a clear picture, but it looks like it, yes. 21 G And is this the general format that minutes of the board 22 of directors meeting would take? 23 A Yes* 24 G Now, do you know a gentleman named J. M* Barnhart? 25 A Yes. 83 1 Q And who was he? 2 A Be was the secretary of the organization. 3 0 The full-time employer who operated the Association in 4 its office? 5 A Yes. 6 Q And there was one secretary who worked for him; is that 7 correct? e A Yes. 9 Q And her name was Miss H. C. Lynch? 10 A Yes. 11 Q Now, as of 1960 where was the MIMA office Jocated? 12 A Lexington Avenue. 13 Q So it was -- 14 A Same. 15 Q Okay. Did R 6 I* Refractory & Insulation Corporation, 16 continue to be a member of the National Insulation 17 Manufacturers Association until dune 5, 1963? 18 A No. 19 0 When did it stop being a member of the Association? 20 A 1961. 21 Q Now, I noticed from another deposition that you had 22 given, you have testified that there was a decision made 23 in 1961 to drop out of the National Insulation 24 Manufacturers Association. Could you tell me why that 25 was? 84 1 A Yes* Hr. Clark# who gained control of the company, 2 didn't want us to be members* 3 Q Well, when you said he "gained control of the company," 4 he was the chief operating officer for a number of yearn 5 prior to that time, in any event, wasn't he? 6 A Yes, he was, but in this time frame he had five of the 7 eight directors* 8 Q Wow, this is Horris N. Clark, who is now deceased, 9 correct? 10 A Yes* 11 Q Now, when in 1961 was the decision made to drop out of 12 the National Insulation Manufacturers Association? 13 A I don't know* 14 Q Well, when were you informed of it? You were the 15 Treasurer of the organization at that time. 16 A 1 was not at that time* In '61 I was not. 17 Q Did you resign as treasurer at any point? 18 A No* They just appointed somebody else* 19 MR. GRANT? Your term was up? 20 Q (By Mr* Thompson, continuing) What was your term? 21 A Term was up* 22 Q You continued to attend the meetings until there was a 23 discontinuance of membership of reinstallation in that 24 association, however? 25 A Yes* 85 1 Q How, thie io an association that you were a member of* 2 Did you ever ask or were you ever informed by Mr. Clark 3 why he no longer wished Refractory 6 Insulation 4 Corporation to be a member of the National insulation 5 Manufacturers Association? 6 A Mr. Clark was primarily interested in refractory and he 7 really didn't have much time for insulation. He was 8 refractory minded. He wanted the growth of the company 9 to be with refractory. 10 0 I think you have just testified that there was, as you 11 remember# some technological developments in the 12 refractory field that made demand# at least for 13 Combustion# to drop off considerably? 14 A Yes. 15 Q And that during that period following the -- well, 1950, 16 there was a steady increase in the marketing of 17 insulation products and a decrease in the marketing of 18 refractory products or would that only be true with 19 regard to- Combustion? 20 A It was only true with regard to Combustion. Actually, 21 our growth was with refractory products. 22 Q But Insulation products were continuing to be 23 manufactured at Port Kennedy in 1960 and *61; was that 24 not correct? 25 A That's true. 86 X Q And virtually the same product line continued to be 2 manufactured with some discontinuances up until probably 3 19727 4 MR, FONKENi Are you -- 5 MR. THOMPSON: I'm following 6 the events that occurred on January 1963. 7 A (Continuing) Yes* 8 Q Did Horris N. Clark ever state that the concerns with 9 regard to asbestos that were being espoused at the time XO were the cause of him wanting to have you people out of . 11 that organization? 12 MR, FONKEN: I would object only 13 as to stated to Mr, Frank Christenson and at what time. 14 MR. THOMPSON: Well, stated to 15 him contemporaneously in the general time period that the 16 decision was made to take R & I out of a NXMA. 17 THE WITNESS: Would you please 18 repeat the question, 19 MR. THOMPSON: Thanks, Mark. 20 MR. FONKEN: Well, I just hate 21 to be confused in these matters. 22 Q (By Mr. Thompson, continuing) Was the hazard of asbestos 23 or were the hazards of asbestos a reason for the 24 withdrawal of R M from the National Insulation 25 Association? 87 1 MR. FOHKEN: I would object. 2 There's no foundation# since the decision was Mr. 3 Clark's. 4 If you know. 5 MR. THOMPSONi Re can answer. 6 MR. FONKENt Okay. 7 MR. THOMPSON: I will object to 8 coaching of the witness by Counsel* 9 A (Continuing) No. 10 0 In these two meetings# you don't remember them at all? 11 I'm talking about the meetings whose minutes are 12 reflected in Deposition Exhibit -- I think it's 6 and 7. 13 One more time# look through them and see if you remember 14 anything about these meetings# the minutes of which 15 report that you were present. 16 (At this time Christenson 17 Deposition Exhibits Numbers 9# 10# 11 and 12 were marked 18 for identification by the court reporter.) 19 Q (By Mr. Thompson# continuing) Mr. Christenson# do you# of 20 your own knowledge# remember that there was a transaction 21 that occurred in 1964 in which Combustion Engineering 22 acquired a portion of the manufacturing operation of M. 23 H. Detrick? 24 A I know it happened. 25 Q Now# you previously have testified that M. II. Detrick was 86 1 a member of the National Insulation Manufactures 2 Association contemporaneously at the time that Refractory 3 & Insulation, the New Jersey corporation, was. 4 A Yes. 5 Q I am going to show you Minutes of the Board of Directors 6 of the National Insulation Manufacturers Association at a 7 meeting in Chicago, Illinois on April 14, 1964. On Page 8 2 of that document it cays, "It was reported that letters 9 of resignation had been received from Hundet Cock 10 Corporation, M. H. Detrick Company and Reasbey & Mattison 11 Company," Top of Page 2 of that document that's been 12 marked as Deposition Exhibit Number 6. If you could, 13 just take a look at that passage, just for a moment, 14 A (The same was done,) Yes. 15 Q To your knowledge was that before or after the 16 acquisition? 17 MR. FONKEN; "Acquisition" is 18 your term now. 19 MR. THOMPSONi No. This is 20 M. H. Detrick now. 21 MR. FONKEN: I know. 22 "Acquisition" was still your term. 23 MR. THOMPSON: Transaction. 24 Let's put it that way. 25 MR. FONKEN: Transaction. I'll 89 1 agree with that, if that's all you're after. 2 A (Continuing) I know Detcick came to us, whatever it 3 vaB -- 4 Q I think 1 may have a copy* 5 A -- in April, I think it was, of '64. 6 0 How, about March 25 of *64 -- 7 A That sounds early* 8 0 If you could take a look at what*6 been marked as 9 Deposition Exhibit 2 in the deposition of John Brett and 10 it purports to be an agreement between M. H. Detrick and 11 Refractory 6 Insulation, a Delaware corporation* 12 MR. FONKEN* If you're going to 13 ask him about the document, I will only object on 14 foundation* 15 Q (By Mr* Thompson, continuing) So that was March. 16 HR. THOMPSON* Ultimately it 17 will speak for itself* 18 MR* FONKEN* Sure. 19 Q (By Mr* Thompson, continuing) I'm just looking for dates 20 here* 21 A I always thought it was April* 22 Q Okay* Nov, in fact. I'll cake this an exhibit. 23 (At this time Christenson 24 Deposition Exhibit No* 13 was marked for identification 25 by the court reporter*) 90 1 Q (By Mr. Thompson, continuing) Mr. Christenson, I*m going 2 to show you whet's been marked as Deposition Exhibit 3 Number 13. And it appears to be a copy of an agreement 4 between Refractory & Insulation Corporation, which states 5 that it's a Delaware corporation, a M. H. Detrick 6 Company, Inc., also, a Delaware Corporation. The date is 7 March 25, 1964 on the front. I wonder if you could take e a look at Deposition Exhibit Number 13 and tell me, to 9 your knowledge, if that transaction corresponded with 10 that exhibit. 11 MR. FONKEN: Well, I object to 12 the form of the question. I mean, there are five or six 13 pages of things here. 14 MR. THOMPSONi I'm not going to 15 a6k him for the specific contents of that. Counsel. And, 16 for the moment, I'm not all that interested in M. H. 17 Detrick, obviously. 18 Q (By Mr. Thompson, continuing) But do you believe that 19 that transaction occurred on March 25, 1964, after 20 looking at it? 21 A Yes. 22 Q Now, I'd like you to turn to the last page of that 23 document and tell me if you recognize any of the 24 signatures on that. 25 A Well, I recognize Kelly's and H. N. Clark. 91 1 Q And B. H. Clark would be who? 2 A He was our president* 3 0 He was the president of Refractory 6 Insulation 4 Corporation as of that 1964 transaction? 5 A Yes. 6 Q So it was March 25 of *64 that that transaction occurred 7 and M. H. Detrick then -- do you know if they resigned e from their membership the next monthr their membership 9 being membership in national Insulation Manufacturers 10 Association? 11 A I heretofore thought they resigned a year or two previous 12 to that. 13 Q Does that refresh your recollection somewhat? 14 A I didn't have any recollection of this. 15 Q Okay. Do you know why they resigned* M. II. Detrick 16 resigning from -- 17 A I can only say that their business was very bad. It was 18 in a serious decline. That's why it was for sale. 19 Q But that wouldn't necessarily be a reason why they would 20 get out of the National Insulation Manufacturers 21 Association* however* would it? If you don't know* you 22 don't know. 23 A I don't know* yeah. 24 Q Now* you have testified that Combustion Engineering was a 25 major account for Refractory & Insulation Corp. from the 92 1 time that you came on board in 1949* when you have 2 testified it was the number one account* through when was 3 it a major account? 4 A Well* it was a major account until they acquired the 5 assets of R & I. 6 Q Bow did they rank in terms of customers at the point of 7 the acquisition* at the point of the continuation of the 8 business of Refractory a Insulation Corp. in 1964? 9 MR. FOUKEN: I object to the 10 form of the question on continuation. 11 Q (By Mr. Thompson* continuing) At the time of the 12 transaction mentioned in the document* dated June 5* 13 1963? 14 A I don't know* but at this time we were doing very veil 15 with steel companies. Refractory business had picked up 16 quite a bit* So certainly they were a very important 17 customer* but to rank them numerically* X can't do it. 18 Q Were they in the top ten customers at that point? 19 A I would say the top ten. 20 0 Top five? 21 A Perhaps* 22 Q Okay. 23 MR. THOMPSON* Off the record. 24 (At this time a brief discussion 25 was held off the record.) 93 1 Q (By Hr* Thompson, continuing) When was the first time, to 2 your knowledge, there had been any discussion between 3 representatives of Combustion Engineering and 4 representatives of Refractory Insulation Corporation, the 5 Hew Jersey corporation, whereby Combustion would merge 6 with or acquire the assets of the R & I Corporation? 7 A 1 know that they talked about it in I960. 8 Q And when in 1960 was that discussed? 9 A I don't know when it was discussed* I would have -- 10 Q When you say they discussed it, who discussed it? 11 A Well, my father was involved at that time* 12 Q Were you involved at all? 13 A l was not involved. 14 Q And what was discussed at that time? 15 A Combustion Engineering acquiring Refractury & Insulation 16 Corporation* 17 G What was the reason? Were there any events that 18 predicated that? Was there any discussion by Combustion 19 people, to your knowledge, as to why they were interested 20 or on the part of you people why you were interested in 21 selling? 22 MR. FONKEHt Please, as you ace 23 answering it, clarify where your knowledge came from, if 24 you can* 25 A (Continuing) About this time there were many offers to 94 1 buy us from a number of people. 2 Q Where did the offers come from? Some of the other 3 offers# for instance. 4 A Well, you want names? 5 Q Sure. 6 A There was the Ferro Corporation <ph.) 7 C Ferro? 8 A That I recall -- there was an H. K. Porter. There was 9 National Lead. 10 G N. L. Industries, later? 11 A Yes. 12 Q And? 13 MR. GRANT: Ferro, Fortei, the 14 National Lead? 15 A (Continuing) Ferro Corporation, National Lead, K. K* 16 Porter. That's the ones I can think of. There were a 17 number of them. 18 Q Was R & I a profitable company in 1960? 19 A Yes. 20 Q Was it a profitable company in June of 1963? 21 A Yes. 22 Q More or less profitable than it was in 1960? 23 A Less. 24 Q Why was this less profitable in 1963 than it was in 1960? 25 A As 1 recall, there was a resession dip, plus the fact 95 1 that Mr. Clark was spending more money on the sales 2 expansion program and for equipment. 3 Q When you say "sales expansion program#" what do you mean? 4 A He wanted to put more salesmen out. And, also, we had a 5 program of maintaining steel mill furnaces with a sprayed 6 refractory product. And you had to buy these pressure 7 vessels for that. 8 Q And did K & I design some spray guns for that? 9 A I don't know* 10 0 Was there asbestos fiber in that product? 11 A No, there was not. 12 C There was vermiculite in any refractory products? 13 A At that time, yes. 14 Q Okay. What product was vermiculite in? 15 A Okay. We're talking *60, '62, *63. 16 0 Huh-huh (affirmative response) 17 A Okay. We had -- I believe we still had a Lightweight 18 55. We called it Lightweight Moldit *55. We spelled out 19 L-I-G-H-T-W-E-I-G-H-T. 20 0 That had vermiculite? 21 A That had vermiculite. 22 Q Do you know if that vermiculite had trace amounts of 23 tremolite asbestos in it? 24 A I don't know. I do not -- later on we attempted to 25 duplicate a product made by A. P. Green. And to do that. i 1 you had to buy the very large aggregates of vecmiculite. 2 And we didn't do it because it had trace amounts* 3 Q Of tremolite? 4 A Tremolite# yeah. That was like until the '60s, late '60s 5 or '70s. 6 Q Moldit A and Moidit B; did they have any vermiculite in 7 them? e A No. 9 MR. POMKEN: What time period? 10 MR. THOMPSON: I am talking 11 about back in the late (40s, early '50s. 12 Q (By Mr. Thompson# continuing) Let's go through some 13 products right now. Pakinsul; are you familiat with the 14 product? 15 A Yes. 16 Q Did that ever contain asbestos? 17 A No. 18 Q What did it contain? 19 A It was just slag fiber. 20 Q Rockwool blanket? 21 A No. 22 Q Insulation Block High Temperature? 23 A Yes. 24 Q Now# that insulation block in 1949# was that Number 18 25 Block or Number 15 Block? 97 1 A No* It didn't have a name. It was just R & x insulation 2 Block 3 Q R & I Insulation Block; in 1949, 1950 what was it made 4 of? 5 A Portland cement. I know that it had amosite fiber. 6 0 Okay. 7 A It probably had some mineral wool and it may have had 8 some diatomaceous earth. 9 Q But it wasn't a Number 18 or Number 19, like they were 10 later designated in *49 or *507 11 A No. 12 C Okay. It wa6 just all Refractory & Insulation insulation 13 block? 14 A Insulation block or insulating block. 15 0 And it had no trade name or anything like that? 16 A No. 17 Q And there was not more than one type? 18 A There was one type only. 19 G la that the same insulation block that was made in the 20 early *40s and late *30s, whenever it started to be made? 21 A I assume. I don't, you know. It was -- we had one block 22 through that period of time. 23 Q Okay. Product name Holdit A? 24 A Yes. 25 Q Did that contain asbestos? 98 1 A No. 2 Q High Temperature Cement R & I 3,0007 3 A No. 4 Q Hix B? 5 A Hix B, yes. 6 G Was that 50 percent Stic-Tite and 50 percent pakinsul? 7 A Yes. 8 Q What about Hix A? 9 A Mix A, 1 think, was two-thirds pakinsul, one-third 10 Stic-Tite. 11 Q Mixes A and B were products that, I believe, Mr. Jones 12 has testified were made throughout the *50 -- well, from 13 the time that he came on board and beyond for at least 14 some time? 15 A Yes. Yeah. Mix A survived for quite awhile. 16 Q When you say "Mix A survived for quite awhile," how late 17 did it survive? 18 A Continuing -- it might have survived until -- 19 Q '72? 20 A Yeah, *72. 21 G All right. Let's talk in your terminology, "survival." 22 Mix A survived until about *72. Mix B? 23 A Mix B and Mix C. 24 Q What was Mix C? 25 A That was two-thirds Stic-Tite, one-third pakinsul. 99 1 Q Okay. 2 A W dropped those early. 3 Q Mid '60s? 4 A At least. Maybe. 5 Q Okay. 6 A Maybe prior to that. 7 Q Stic-Tite. How long was Mix B made? 8 A Well# 1 know when 1 started working full-time it was 9 made. 10 Q Okay. It was made? 11 A Yes. 12 Q Would there be any records in the product formulae 13 records that would show -- any material in the product 14 formulae records that would show how long it was 15 produced? 16 A I don't know whether they are dated or not. I know some 17 cards aren't dated. 18 Q Okay. And these cards are in the position of Ai Komme or 19 in the control of Al Momme? 20 A Yes. 21 Q Stic-Tite? how long was Stic-Tite made? 22 A Stic-Tite? It was at least until *76# '77. 23 Q Did it contain asbestos in those years? 24 A It didn't contain asbestos after July or last day of 25 June 100 1 Q *727 2 A -- *72. 3 Q CEC Special; ve discussed that before* How late was that 4 made? 5 A As I say, I think that was discontinued in the early 6 508. 7 Q How was CEC Special packaged; in bags? 8 A Yes. 9 Q Row was Hix A packaged? 10 A Bags* 11 C How was Mix D packaged? 12 A Bags* 13 Q Kraft brown paper bogs? 14 A Yes* 15 Q Stic-Tite? 16 A Yes, brown Kraft paper bags* 17 Q CEC Special; I guess I already asked you. 18 A Yes. 19 Q Bags* 20 We talked about Moldit A and Moldit 21 B and your position is that it did not contain asbestos? 22 A It did not* 23 Q I'd like to ask you about a product manufactured by J* H* 24 Braggs Refractory Corporation# Hydrocon Number 115; did 25 that contain asbestos? i 101 1 A No. 2 Q And Warco XX Firebrick, a product manufactured by Walsh 3 Refractory Corporation? 4 A No asbestos. 5 G Any vermiculite in that? 6 A No. 7 Q Hr. Christenson, I have seen in other depositions where 8 you have testified that* to your knowledge, from the time 9 that you came on board and beyond, during the era that 10 Refractory & Insulation Corporation, both New Jersey and 11 Delaware, manufactured asbestos containing insulation 12 products, during that time Johns-Manville Corporation .was * 13 the major raw material supplier during those years? 14 A Of asbestos? 15 Q Of Number 7 asbestos. 16 A I'll say this. If I said that, A1 Homme or somebody in 17 the plant would be much better qualified. X really 18 couldn't back that up, okay. 19 Q Johns-Hanville was a major supplier? 20 A It was a supplier, yes. 21 Q What other raw material suppliers did R & I deal with; 22 Carey Canada or Carey Canadian mines? 23 A Through some distributors. 24 Q And who were those? 25 A Well, I know Empire Ace was one. 102 1 G And that would be Empire Ace -- 2 A Yea* 3 Q -- sold Carey asbestos or just Empire Ace was a different 4 raw material supplier? 5 A No* They sold Carey asbestos* 0 Was Empire Ace aware that their asbestos, raw asbestos -- 7 this may sound like a strange question* I'm asking it 8 for another reason, another case* 9 MR. FONKENt Well, it's already 10 in the realm of pure speculation as to what they were 11 aware of before you even get the question half out. 12 Q (By Mr* Thompson, continuing) Who did you have contact 13 with at Empire Ace? 14 A This was not in the purchasing capacity. 15 G Okay. 16 A Okay* 17 0 They were based in New York? 18 A Yes. I knew Nat Rettleson was coming into the office 19 from time -to time* 20 Q And he would be marketing raw asbestos to you people? 21 A No* Actually, he would buy some products from us and we, 22 in turn, started to buy some asbestos from him* 23 Q And it was Carey that he sold? 24 A Yes. 25 Q Did he sell any other asbestos or was he primarily a 103 1 Carey dealer? 2 A I don't know, you know. 3 Q Okay* Who else did you buy raw asbestos from, to your 4 knowledge? 5 A Now, la this just the Port Kennedy plant? 6 Q Right* Well, let's confine it to Port Kennedy for the 7 moment 8 A Okay. Well, there was a George A. Rowley Company, which 9 again I just -- I have heard from other people. I don't 10 remember* 11 Q And where were they based, to your knowledge? 12 A I don't know* 13 Q And now with regard to the Aurora, Illinois plant and 14 with regard to R & I, did Chicago Firebrick ever sell raw 15 asbestos to Refractory 6 Insulation Corporation or to the 16 manufacturing operation at or for use at the 17 manufacturing operation in Port Kennedy? 18 MR* FONKEN* Do you understand 19 what he asXed? 20 THE WITNESS; Yeah. 21 MR. FONKEN: Okay, good. 22 A (Continuing) Yeah* Did Chicago Firebrick sell asbestos 23 that was used at Port Kennedy. 24 Q Right. 25 A Not that 1 am aware of* Now, understand X was not in 104 1 production. I didn't see these things. 2 Q I understand. What about Chicago Firebrick selling raw 3 asbestos to Aurora# Illinois? 4 A I know they did that. 5 Q During what years -- 6 A Well -- 7 Q -- approximately? 8 A I know when Detrick -- really when we got Detrick they 9 were buying it and -- 10 Q They were already a supplier of Detrick in 1964 when 11 Combustion acquired it? 12 A Yes. And it might have gone on until we stopped using 13 asbestos. 14 Q So that would have been possibly through 1964# through 15 1972? 16 A Right. 17 Q Do you know where Chicago Firebrick got their raw 18 asbestos? 19 A I understand it was from Carey. 20 Q And that would have been Number 7 asbestos shorts# 21 seventh grade asbestos shorts# chrysotil from Quebec? 22 A It probably was seven short# you know. 23 Q Number 7 grade? 24 A Number 7 grade# right. 25 Q And it was chrysotil asbestos? 105 1 A Yes. 2 Q Who were the amoaite suppliers of the Port Kennedy 3 plant? Let's start off in 1949, if you can remember. 4 A Okay. I can't remember. Hr. Clark dealt with somebody 5 and the only thing -- bits and pieces --* they were 6 located in Hevark, New Jersey. 7 Q Asbestos 6pcay Corporation? 8 A It wasn't that name. Now, whether -~ 9 Q Herbert Levine? 10 A No, it wasn't Levine. 11 Q Asbestos Products Manufacturing Company? 12 A I don't know the name, but I have only heard it in and 13 referred to it in relationship to an individual. 14 0 And it wouldn't have been Herbert L. Levine? 15 A No, no, I'm pretty sure it wasn't. I met Hr. Levine, you 16 know, and that didn't ring a bell at all. 17 Q So it was bought through Newark, New Jersey. 18 (At this time Christenson 19 Deposition Exhibit No. 14 was marked for identification 20 by the court reporter.} 21 Q (By Hr. Thompson, continuing) I'd like you to take a look 22 at Deposition Exhibit, X believe. Number 14. It makes 23 reference to an open letter of credit with regard to 24 purchase. Now, it's misspelled, but I assume it's 25 amoeite asbestos fiber relating to a South African bank. 106 X Does the name North American Asbestos ring e bell at all? 2 A Not in relation to us. 3 Q Does this open letter of credit reference in that exhibit 4 refresh your memory? It was one of the attachments to 5 the June 5, 1963 agreement. 6 A No, no. 7 Q Okay. All right. 6 Q All I can ask you is what you know. You can just leave 9 it there. 10 Q Nowr I don't know whether I want to have this marked or 11 not. I'm going to show you a copy of a blueprint. Have 12 you ever seen that blueprint before? 13 A Yes. 14 Q Rave you ever had an opportunity to compare this legend 15 of products with the blueprint as those products are 16 depicted? 17 A Yes. I wouldn't say specifically, but 1 think I know ie what it is. 19 Q Are you able to read this blueprint in conjunction with 20 this legend? 21 A Yes. 22 Q Ml right. 23 HR. THOMPSONi I would like it 24 marked as an exhibit. 25 (At this time Christenson 107 1 Deposition Exhibit No. 15 was marked for identification 2 by the court reporter ) 3 Q (By Mr* Thompson# continuing) Let's start off with the 4 products that you have testified contained asbestos. 5 Let's start off with Mix B# which contained pakinsul and 6 Stic-Tite. 7 A Right* 8 Q Row would that be used on this blueprint? 9 A It's used as a semi expansion joint material. In other 10 words# when brickwork gets hot# it expands* It's a 11 compressible material* 12 Q Would it be used in the actual installation of brickwork 13 then? 14 A Yes* 15 Q Okay. Could you please explain how Stic-Tite would be 16 used -- or# excuse me# Mix B. 17 A Okay* 18 0 Could you mark with a Number 1 and show me where Mix B 19 would be? 20 A Yes. It's going to be probably on one of these details 21 here and it's going to be -- normally it's in the 22 corner. That's pakinsul# but Mix B, that's pakinsui. 23 See# pakinsul -- Mix B had a lot of pakinsul with it# so 24 the Mix B would also have some adhesiveness to it* 25 Q There is a reference over here to the Mix B# if you could 108 X circle the reference and put a Humber 1 alongside it. 2 Could you explain where that reference to Humber 1 is 3 then that you have penned in on there. 4 A Yeah. Its there (indicating). 5 Q How would it be used in that location? 6 A What it is, it's above the front wall. 7 Q And maybe another circle where you have -- 6 MR. GRANTi That's the detail 9 for the same corner. 10 A (Continuing) It's above the front wall, upper header, and 11 it's put there to allow for expansion. 12 Q Now, that would be on the lower part of the wall? 13 A No. This Is the upper part. This is up on the roof. 14 Q Okay. 15 A The upper header. 16 Q Okay. 17 A That's typical of the kind of places it would be used. ie Q Wherever there would be a place in the brickwork that 19 would tend to expand because of extreme heat in the 20 building? 21 A Yeah. You could use -- depends upon -- if you just had a 22 narrow seam, you could use asbestos alone, okay? But 23 this is something you could put in. 24 Q All right. This va6 for larger areas and more heavy-duty 25 application? 109 1 A Larger areas anyway, 2 Q Okay* Going down here then to what's designated as IBH# 3 the Insulation Block High Temperature# if you could find 4 and mark it Number 2 on the blueprints* 5 A (The same was done*) Okay* It's on a quite a few areas, 6 but the only place it shows here is on the back wall and 7 up here# on the roof* 8 Q So you explain to me how that Refractory & Insulation 9 Corporation insulation block would be used and what its XO purpose would be* 11 A Yes* Its purpose is obviously heat insulation and it's 12 rectangular* It's usually 12 foot -- I'm sorry -- 1*2 $ 13 inches by either 18 inches or 36 inches in various 14 thicknesses* 15 Q The product wouldn't have any different names. It would 16 just be insulation block and would be cut in the factory 17 to different widths? 18 A Yes* Different thicknesses# not necessarily widths. 19 Q Okay 20 A And it was applied since its beginning# rather# then and 21 you were stacking one on top of the other# you would have 22 to attach it with some method* Sometimes they used a 23 temporary adhesive# something called block stick# okay. 24 But a more secure method would be to wire it on or# in 25 certain instances# maybe you could impale it* 110 1 Q Chicken wire could be used to put it on with a cement on 2 the outside? 3 MR. FONKEN: Are you talking 4 about in this circumstance or in general? 5 A (Continuing) Well, in this application -- in this 6 application the specification, you know, didn't call for 7 chicken wire. 8 Q Okay. But generally it could be put on that way, is that 9 correct? 10 A If you didn't have steel casement, yes. 11 Q Mow, even though these particular Refractory & Insulation 12 Corporation blocks are cut to certain sizes, obviously 13 their actual installation requires further cutting at the 14 site, is that correct? 15 A Some. 16 Q Bow would that cutting be donej with a ban saw? 17 A No, not normally, because usually a ban saw is something 18 on ground level and you're working on a scaffold. 19 Q Beck sawsT 20 A Band saw. 21 Q Some kind of hand saw? 22 A Right, yeah. 23 Q I see a reference here to CEC Special. It doesn't appear 24 on the legend, but it does appear -- I wonder if you 25 could put a Number 3 and circle that. We will discuss 111 1 CEC Special and what its application would be as it is 2 depicted on the blueprint. 3 A Well, all it is# it*e packing within a door trainer okay? 4 That's all that*s really serving a purpose. 5 Q Packing between the door frame and the brick? 6 A Weil, the door frame and the door# because, as you can 7 see# the block comes right up to it. Now, that's 8 insulating brick here, yeah (indicating). That's 9 probably a front wall. 10 Q Okay. Would it be used -- 11 A It's used in this instance becauser I guess, it's 12 stronger than Stic Tite and -- I don't know. This is an 13 18 by 16 door. That's a rear entry door. 14 0 Could you circle the CEC Special and connect it to the 15 Number 3, just so that somebody who would look at this 16 would know we are referring to that. 17 What other uses would CEC have on 18 this particular job? 19 A On this job -- again, I don't have the bill of materials, 20 but I would be surprised if there was more than one or 21 two bags, because it wasn't used widely. Just strange 22 application like that. 23 Q Okay. Now 1 think we have talked about Mix B as 24 Number 1. Number 2 was the insulation blocks and 25 Number 3 was the CEC Special. 112 1 A Yes. 2 Q I'm just going to take a look and see if there -- wae 3 there any Mix A used on that job, that you can see? 4 A I don't think so, but again# we have the orderc, the bill 5 of materials* 6 Q Mow, R. A* Keasbeyj was that any relation to Feasbey & 7 Hattison? 6 A Ho. 9 Q Where were they based? 10 A New York. 11 0 Were they an independent company? 12 A Yes. 13 Q Did they manufacture insulation cement? 14 A I don't know if they did or if they just bought it or -- 15 Q Did they market it under their -- did they have bagswith 16 their name on it? 17 A Yeah, they had a product. 18 MR. FONKEN: They are still in 19 business and still have insurance, too, by the way. 20 MR. THOMPSON: Off the record. 21 (At this time a brief discussion 22 was held off the record.) 23 G (By Mr. Thompson, continuing) Going back to the 24 transaction between Combustion and Refractory & 25 Insulation Corporation, the New Jersey corporation, there 113 1 was originally a discussion in 1960# the decision not to 2 sell. Why was there a decision not to sell at that time? 3 A It was actually a decision not to buy. 4 Q Why did Combustion decide not to buy at that time? 5 MR. FOKKEN* Objection. No 6 foundation. 7 Q (By Mr. Thompson# continuing) Do you have any -- 6 MR. FCNKENi If you know. 9 Q (By Mr. Thompson# continuing) Cure. 10 A The chief executive officer of Combustion Engineering was 11 a Joseph B. Sentry. 12 Q Sant r y# S-A-N-T-R-Y? 13 A Right. And he felt that Combustion had never really been 14 successful outside the boiler business and# also# it was 15 his opinion that since they could consistently buy 16 insulation contracts well below their estimate# you know# 17 why go into a manufacturing and an insulation business. 18 And# also# that the use of refractory and boilers was 19 being almost eliminated. So that's the reason that I 20 understand. 21 Q Okay. In 1963 a decision was made to purchase it? 22 A Yes. 23 0 To engage in a transaction. What was the reason for the 24 change? Your business had declined from 1960? 25 A J. B. Santry was replaced by William Draper# I believe 114 1 was the Chief Executive Officer. And then there was an 2 Arthur Sandrix (ph.) Who may have been -- whether he was 3 a CEO then or what. He probably was. 4 Q And Arthur Santry was the Chief Executive Officer of 5 Combustion as of June 5# 19637 A I don't know when# you know. 7 Q Well# in any event# he was in favor of the transaction? 8 A Yes. 9 Q I'd like you to 90 back and discuss for me just generally 10 how the negotiations progressed prior to that transaction n taking place. 12 HR. FONKENt I would object as 13 to scope and nature. And just what are you talking 14 about? I mean# who said what# when? 15 HR. GRANT: See if he was 16 involved in the negotiation first# David. 17 Q (By Hr* Thompson# continuing) Were you involved in the 10 negotiations between Refractory & Insulation Corporation# 19 the Hew Jersey corporation# and Combustion Engineering? 20 A Ho. 21 G Which people were? 22 A H. N. Clark. 23 Q Himself? 24 A Predominantly. 25 Q And Refractory & Insulation Corporation# the New Jersey 1 corporation, was not publicly traded? 115 2 A Yes, it wa6 3 Q It was? 4 A Yes . 5 Q What years was it a publicly traded corporation? 6 A 1955. 7 Q And that would account for the Amendment to the Articles 8 of Incorporation in that year that's on file with the 9 secretary of state? 10 HR. FONKENi If you know. 11 Q (By Mr. Thompson, continuing) If you know. 12 A I assume. 13 Q So they went public in 1955, was traded 14 over-the-counter 15 A Wasn't listed, but was traded over-the-counter. 16 Q And there were SEC filings made in connection with that 17 corporation thereafter? 18 A Yes. 19 Q And it was' publicly traded until June 5 of '63? 20 A Yes. 21 Q Was it publicly traded after June 5, '63? 22 A Wo. 23 Q Did Combustion Engineering ever purchase any stock in 24 Refractory 6 Insulation Corporation prior to June 5 of 25 1963? 116 1 A No* 2 Q Did any Individuals who were officers or directors of 3 Combustion Engineering ever purchase stock in Refractory 4 & Insulation prior to 1963# to your knowledge? 5 A No* 6 Q Do you know where the corporate minutes of Refractory & 7 Insulation Corporation# the New Jersey corporation# are 8 today? 9 A No# I don't* I know during* 10 Q You were the Secretary of the corporation? 11 A Yes* And I gave them to -- it was an attorney# a legal 12 person* 13 Q Bennett 6 Morrissey in Newark? 14 A No# no* 15 Q What firm were they given to? 16 A I really don't know# but they took the books and that's 17 really the last I saw of them* 18 Q Well# what legal firm was this? 19 A I can't say this is the name# but I think Combustion 20 dealt with Shearman and Sterling* Whether that was the 21 legal firm# I don't know* 22 Q In other words# these minutes were given to Combustion 23 Engineering legal counsel# whoever it was? 24 A Whoever it was# right* 25 Q And when were these books and records given to Combustion 1 Engineering Counsel? 117 2 A Kell# it was prior to the acquisition. 3 MR. FONKEMi Do you know it was 4 Combustion Engineering's counsel? 5 THE WITNESS! Yes. Whoever they 6 were# it was the legal firm. They were working on behalf 7 of Combustion. 8 MR. FONKEN* All right. 9 Q (By Mr. Thompson# continuing) And I take it# from your 10 earlier testimony# that Refractory a Insulation Corp. 11 management and presumably a majority of stockholders were 12 in favor of the Combustion purchase back in 1960? 13 A Kell# in spite of the fact it was a closely held 14 corporation, X think the majority of the stock was in the 15 hands of family# was H. N. Clark and Frank Christenson. 16 Q You said# "in spite of the fact that it was a closely 17 held corporation*? 18 A In spite of the fact that it was a publicly traded 19 corporation and I think the New Jersey needed two-thirds 20 vote. So I don't know whether they had the two-thirds, 21 but I don't believe they went out to the stockholders in 22 1960 at all. 23 Q Became a moot issue because Combustion was no longer 24 interested? 25 A Yes. 118 1 Q How# turning to 1963# when# to your knowledge# did 2 Combustion express a new interest in engaging in a 3 transaction where it would gain the Port Kennedy 4 facilities and distribution? 5 A Okay* 1 was not aware of it for quite awhile because Mr. 6 Clark used to send me out* Whenever somebody was coming 7 in# he would send me on a trip* 8 Q Mr. Clark was rather secretive? 9 A Well# there was a bitter fight going on and he wasn't 10 communicating very well with me. And# as a result# I'd. 11 say that 1 might have known it in December. 12 Q Of '63? 13 A '62. 14 0 And how did you gain knowledge of it? 15 A I guess it came to a point where they couldn't hide it 16 any longer* 17 Q And you were a Vice President of the corporation? 18 A Yes. 19 G And In charge of Marketing? 20 A No# not at all. 21 Q What was your title back then? 22 A I was Vice President# Secretary# but I actually was 23 acting in the capacity as a salesman. 24 Q And you were also a stockholder at that point? 25 A Yes. 119 1 Q Has Me. Morris N. Clark a stockholder at that time? 2 A Oh, yes. 3 Q And was Mr. Ruben a stockholder at that time? 4 A Yes. 5 Q Mow, 1 would like you to go back to this list of people 6 that is on schedule 6H. There should be another list 7 there, too. Oh, here it is, Deposition Exhibit 1 and 2. 8 And I think that we will go down Number 2 first. And you 9 can tell me if these individuals continued to work for 10 Combustion Engineering after June 5, 1963. 11 MR. FONKEHx Ace you talking 12 about R 6 X Delaware or are you talking about -- 13 HR. THOMPSONt R & I Delaware, 14 right, at the time a wholely owned subsidiary. 15 MR. FONKEHt Well, I'll let 16 those be your words. R i I Delaware is who you are 17 asking about. 18 MR. THOMPSON* R & I Delaware. 19 A (Continuing) The only one who did not was Frank 20 Christenson. 21 Q Your father? 22 A My father. 23 Q Okay. Looking at Schedule H, Deposition Exhibit Number 24 2, the only person on that list who did not work for 25 the Delaware corporation after June 5, 1963 was your 120 1 father -- 2 A That's right* 3 Q -- Frank Christenson. Nov, looking at Deposition Exhibit 4 Number 1, which contains many of the same names, you 5 don't know of any different ones? 6 A No. 7 Q All individuals on that list -- and that list does not 8 include your father? 9 A No, that's right* 10 Q -- continued to work for Refractory & Insulation, a 11 Delaware corporation, after June 5, 1963? 12 A Yes. 13 Q Nov, of these individuals listed on Deposition Exhibit 14 Number 2, which persons were stockholders? 15 A Well -- 16 MR. FONKENt Would it be easier 17 to say which ones weren't? 18 Q (By Mr. Thompson, continuing) You were the secretary, 19 so -- 20 A I don't believe Snyder was. 21 Q Okay. Henry N. Smith; was he a stockholder? 22 A He might have been. 23 Q He was a plant manager at that point? 24 A Right. Ruben was. 25 Q O'Dwyer? 1 A Possibly. 121 2 Q Kelson? 3 A I don't know. 4 Q Okay* Howard Marwick? 5 A I don't believe Marwick was* 6 Q Mann? 7 A Again, I'm not sure of Mann* 8 Q Hegeman? 9 A Hegeman was* 10 Q Hammer? 11 A Hammer was* 12 Q Clark was? 13 A Clark was, C* K* Clack was* 14 Q Your father was? 15 A My father was* 16 Q John A* Bliss? 17 A 1 don't believe so. 18 Q Mr* Bellington? 19 A Bellington, yes* And I don't know about A1 Arwine and 20 I'm really not sure about George Andrews* 21 Q How, I'm going to tell you to take a look at what's been 22 marked as Deposition Exhibit Number 12 and take a look 23 through it briefly and tell me if you recognise it. 24 I believe that we'll have another 25 exhibit marked while you are doing that* 122 1 (At this time Christenson 2 Deposition Exhibit Ho* 16 was marked for identification 3 by the court reporter*) 4 Q (By Hr. Thompson# continuing) Maybe you could also take a 5 look at what I have had marked as Deposition Exhibit 6 Humber 16 as veil* 7 A What about this? 8 Q I just want to know if you recognize that document that 9 has been marked as Deposition Exhibit Number 12. 10 A You know* I can't specifically say I recognize the 11 document* 12 Q Okay. I'm going to then direct your attention to a 13 paragraph known as describing# quote# the closing on Page 14 3 of that document# which has been marked as Deposition 15 Exhibit Number 12* Says the closing took place in the 16 offices of the corporation known as Bennett & Morrissey# 17 Newark# New Jersey. The following were present; R & I#. 18 That means R & I New Jersey# I assume? 19 A Yes. 20 Q H. N* Clack present? 21 A Right. 22 Q H. C. Ruben# Treasurer? 23 A Right. 24 Q Frank T. Christenson# Secretary? 25 A Yes. 123 1 Q And then foe R h 1 Delaware a gentleman named Draper, 2 Thomas Ennis, James B. Kelly and Bernard Carry? 3 A Right. 4 Q Is it fair to say after this transaction then that 5 Refractory & Insulation Delaware was the corporation 6 which was then operating the manufacturing and 7 distribution operation that had been operated by R & I, 8 R & I New Jersey? 9 A Yes. 10 Q And who were the corporate officers, at that time, of 11 that Delaware corporation, which was operating the 12 business? 13 A Okay. I don't know if I can answer that completely, but 14 1*11 say what 1 know. 15 0 X have some other documents that might refresh your 16 memory, too. 17 A H. N. Clark continued on as President. X believe R. T, 18 liegeman was then Vice President of Sales. Alva Arwine 19 was Vice President of Manufacturing -- of maybe Research 20 and Development. C. K. Clark was Vice President of 21 Production. And let's see. Ruben, he may have remained 22 on as a Treasurer Controler. 23 Q All right. Kell, now maybe you could back that up. Just 24 because Z know it's down on this transcript, but I want 25 to have it for my -- all right. You know that R. N. 124 1 Clark continued on as President of the Delaware 2 corporation now? 3 A Yes. 4 Q And maybe you could look at this list. What other 5 individuals continued then? We're talking Delaware now. 6 After June 5 -- 7 A You're talking officers of R & I Delaware? 8 Q Rightr who appear on that list or anywhere else who had 9 been officers of R 6 I New Jersey? 10 A Okay. I believe Alva S. Arwine-- 11 Q Okay. 12 A -- was Vice President of Engineering or Research and 13 Development. 14 HR. FONKENj Of the new company? 15 A (Continuing) Of the new company and he may have been in 16 that same capacity in the old company. 17 Q Okay. 18 A Okay- I lost all titles, okay. 19 Q Why was that? 20 A Well, it's -- as I say, there was a very bitter fight 21 going on and he would prefer me to have left, okay? He 22 kicked my father out and he would have preferred that I 23 leave and I didn't. It's a crossroad. You never know 24 whether you did right or wrong. Okay* I did not. C K. 25 Clark was Vice President of Production 125 1 Q Of the Delaware corporation? 2 A Of the Delaware corporation* 3 0 What was he of the New Jersy corporation? 4 A Vice President of Production of the Delaware corporation. 5 0 Okay* Horris N. Clark remained as President. I'm 6 sorry* He was President of the new Jersey corporation 7 and was made President of the New Jersey corporation. 8 0 Of the Delaware corporation? 9 A Of the Delaware corporation* 10 Q Okay* Raymond T* Hegeman was Vice President of Sales of 11 the New Jersey corporation? 12 A That was him* 13 Q Okay* 14 A And remained Vice President of Sales -- sorry -- and was 15 made Vice President of Sales of the Delaware corporation* 16 Q Okay. 17 A Ruben, he was the Treasurer of the R & Z of New Jersey. 18 1 believe he might have continued in that capacity with 19 R k I of Delaware* Aa far as I can remember, that was 20 all of the officers* 21 Q Okay* Is it fair to say that the only new officer who 22 was not an employee or an officer of R 6 I New Jersey was 23 Lambert Gross? 24 A Kell, I never -- I recognize the name and I know he was 25 with the Combustion, but I didn't even know he was an 126 1 officer 2 Q You didn't even know he was an officer of the Delaware 3 corporation after the transfer? 4 A Ho. 5 Q And your duties with the Delaware corporation were, X 6 guess, transitional in nature and there was a difficult 7 situation between you, at that point, and Horiis H. 8 Clark? 9 A Yes. 10 Q Now, pursuant to this agreement -- well, let me ask you 11 this; with regard to Deposition Exhibit Number 16, do you 12 recognise that document? # 13 A Yes, I have seen this. 14 Q Okay. I'd like you to turn to Page 11 of that document. 15 Section 2*17, heading "Litigation." 16 A Okay. 17 MR. FONKEN: What document 18 exhibit is that? 19 MR. THOMPSON* That's exhibit ~ 20 MR. FONKEN* 16? 21 MR. THOMPSON* -- 16. 22 Q (By Mr. Thompson, continuing) It makes reference to an 23 action venued in the southern district of New York, known 24 as John J. Vicelich versus Refractory & Insulation 25 Corporation. Are you familiar with that case? 127 1 A Yes. 2 Q Could you tell me what it was about, the subject matter 3 of that case? 4 A Well, Vicelich was a union insulation worker, pipe 5 coverer, and he was working for Robert A. Keasbey -- and 6 he was evidently working for Robert A. Keasbey -- on a 7 Combustion job, where quite a bit of -- 0 MR. FOHKEHs Combustion job, did 9 you say? 10 THE WITNESS* Well, it was a 11 Combustion boiler. 12 Q (By Mr. Thompson, continuing) Combustion Engineering? 13 A It was a Combustion Engineering boiler. 14 Q Do you know where the boiler was? 15 A I thought it was Ravenwood. 1C Q New Jersey? 17 A No. It*8 in Queens. 18 Q From across the river we don't -- 19 A We always get lost there. 20 Q Yeah, it's true. 21 A And he was using the product and evidently he -- 22 Q What product was he using? 23 A Well, it was a lot of block insulation. Might have been 24 some cement, but it was predominantly block. 25 Q Okay. 128 1 A And he developed some problems. 2 Q Whet type of problems? 3 A Well, he said from breathing dust. 4 Q Okay. And that's why this notation is here, now did 5 that case wind up? Do you know what the disposition of 6 that case was? Was it settled? 7 A It was settled. 8 Q Was an amount paid to Hr. Vicelich? 9 A Yes. I'm sorry. Z don't think Hr. Vicelich lived. 10 0 So it was a wrongful death action at that point, to youF XI knowledge? X2 A X don't know what that means. 13 Q When was that case filed? 14 MR. FONKEN: Which case now? 15 This one here? 16 MR. THOMPSON: Vicelich versus 17 RSI. 18 A (Continuing) Okay. I thought it was like the beginning 19 of 1963. 20 Q Okay. So it would have been a few months before this 21 transaction took place? 22 A Yes. 23 Q Now, I would like you to take a look at that particular 24 paragraph# 2.17# on Page 11 of that document. Throughout 25 that agreement there seems to be a particular emphasis on 129 X ~ this is a quote -- this is a cash transaction for 2 assets when only assuming, quote, "certain liabilities." 3 Do you recall being in any discussion with anybody that 4 this transaction was being structured as a cash purchase 5 of assets alleged, cash purchase of assets for the 6 purpose of avoiding any future liability for the asbestos 7 personal injury issue? 8 A No. 9 Q it was never discussed? 10 A Never discussed. 11 Q Not withstanding the fact that this Vicelich case 12 existed? 13 A No. 1 understood that Combustion didn't want -- 14 HR. FONKEHt Well, don't IS volunteer. There's no question. 16 MR. THOMPSON: I have a right to 17 ask him what his understanding is. 18 HR. FOtlf.EIU Sure. And that was 19 the -- pose the question that way. 20 Q (By Hr. Thompson, continuing) All right. What was your 21 understanding? 22 A And I didn't get this firsthand, okay? 23 Q 1 understand. 24 A They didn't want concentration of stock to individuals, 25 I guess, which would be -- 130 1 Q And that was the reason for it being structured as a 2 cash -- 3 A That's what X heard, yes. 4 0 It was not being structured that way to avoid liability 5 for any contingent liability in the future? 6 A Uo. 7 Q Zt was essentially to avoid a concentration of stock and 6 it was a consideration with regard to stockholders, 9 principals and control, as oposed to future avoidance of 10 future liability; is that a fair characterization? 11 A Yes* 12 Q When was the settlement entered into with the survivors 13 of Hr. Vicelich? 14 A I don't really know, but it was maybe *64 or *65. 15 Q Do you know what the amount was? 16 A It was $25,000. 17 Q I'd like you to take a look at Deposition Exhibit Humber 10 10 that I have had marked. I believe in that -- is it 19 your understanding that this June 5, 1963 transaction 20 included within its scope all research and development 21 and patents and so forth that had been developed by R & I 22 New Jersey over the course of history? 23 A I assume it would. 24 Q Well, I'm going to show you what I have marked as 25 Deposition Exhibit Number 10 and I'd like you to look at 131 1 Page C3 of that document. 2 A Yeah. 3 Q I'm talking about Page 3 of the document. It says "John 4 Mansville File. A folder containing a letter dated 5 January 6, 1938, wherein the patent attorney for John 6 Mansville charged an infringement of five patents and a 7 letter by Mr. Clark." Do you know what this was about? 8 A Where was that? 9 G Right here (indicating). 10 A Related to correspondence. 11 G Did he ever discuss any alleged patent infringement that 12 John Mansville asserted in the late 1930s? 13 A No, sir. 1 have never heard about this. 14 Q Okay. All right. Has any employee of Refractory & 15 insulation, the New Jersey corporation, or Refractory & 16 Insulation, the Delaware corporation, ever filed a 17 workers' compensation claim in connection with an alleged 18 asbestos related disease? 19 A It's hard for me to say. I know the people that work 20 there have and I assume that would automatically make it 21 workers' comp* I don't get involved in that too often. 22 Q Okay. Well, I don't know whether ve have to make it an 23 exhibit, but there are workers at that plant who filed 24 what we refer to as plant worker cases. They sue the 25 mining company -- 132 1A 2 Q -- on the basis that the case load is determined that raw 3 asbestos is a foreign product, et cetera, and so on, but 4 they did not sue R & 1 specifically? 5 A Right. 6 Q Some of these depositions that you testified in at 7 Philadelphia; would they be in that category? 8 A No, 1 don't believe I ever testified in workers' 9 compensation. 10 Q That's not workers' compensation. It would be a regular 11 lawsuit, but R & I would not be a party. 12 A No. I can't recall ever doing that. 13 Q Okay. With regard to workers' comp claims now, could you 14 tell me the names of people that you're aware of who had IS filed workers' comp claims in connection with alleged 16 asbestos related Injuries? 17 A Well, I know there was one; Charles Boetian, 18 B-O-S-T-I-A-N. 19 Q And he held a rather high position at one time and then 20 was demoted to a stockroom clerk; is that correct? 21 A Right, yes. 22 Q Go ahead. 23 A Then there was a Noecker, N-O-E-C-K-E-R, I believe. 24 Q Is Nr. Boetian still alive? 25 A He was eighty-some when he filed the suit, you know. 1 Q Okay. Mr. Noecker? 133 2 A I think -- 3 Q H-O-E-C-K-E-R? 4 A N-O-E-C-K-E-R. 5 Q What was his first name? 6 A I don't recall his first name. 7 Q Do you know where he lived? 8 A Norristown area, Norristown, Bridgeport. 9 G Okay. 10 A I believe he*s dead. n Q All right. 12 A Then 1 know some other people that filed, that -- it was 13 Bickel. 14 G Last name would be? 15 A B-I-C-K-E-L. 16 Q First name? 17 A Well, there was a Francis and he had a brother, whose 18 name I don't know. 19 0 And are they both dead? 20 A I know Francis is alive. I don't know about his brother. 21 Q Do you know where Francis lives? 22 A Yeah. It's Norristown area. It might be Troupa (ph.). 23 Q Okay. 24 A And then 1 think there was a Francis Firestone. 25 Q do you know where he lives, if he's still alive? 134 1 A He's not alive* X don't really Know where he lives* 2 Q Hi# wife's name is Patricia? 3 A Yeah* 4 Q Ivanowicz, Joseph Ivanowicz? 5 A Yeah* I didn't know that. 6 Q That doesn't ring a bell to you? 7 A No. 8 Q And what about Eugene Frank Blaret, B-L-A-R-E-T? 9 A I have heard about Blaret* 10 Q Blaret, excuse me* I'm not a French scholar. And is he. 11 still alive, do you know? 12 A No* He's dead* 13 Q What about Barnalk, Stephen Barnaik? 14 A X don't know the name* 15 Q Do you know a guy named Minowsky (ph.), who was known as 16 Ace Nlnowsky? He worked in quality control* 17 A Yes. X don't know if he worked in quality control. He 18 may have* 19 Q Okay. Well, he was known as Ace Minowsky. Was his real 20 nm John Minowsky and did he have a wife named Kathy? 21 A X only know him as Ace* X think he was married. X don't 22 know* 23 Q Did he file a claim, do you know? 24 A I don't know* 25 Q Ail right. Willard Moore? 135 1 A X have heard. 2 0 Do you know where Hillard Moore lives? 3 A HO. 4 Q Harry Stone? 5 A No, I don't know. 6 G William Syster, S-Y-S-T-E-R? 7 A X have heard that. 8 G You don't know where he lives or if he's alive? 9 A It's Norristown-Bcidgeport area. 10 Q Are you aware of any mesothelioma case arising from any 11 exposure to asbestos which occurred either at the Fort 12 Kennedy plant or as a result of exposure to an R & I 13 product? 14 MR. FONKENi Allegedly arising? 15 HR. THOMPSON! Alleged* yes. 16 A (Continuing) Alleged? 17 G Right. 18 A I know of one. 19 Q And what la the name of that case? 20 A It's the Kerwin Kelly. 21 G And do you know what the status of that case is now? 22 A It's in, you know -- it's in litigation, 1 guess you 23 would say. 24 0 Is Combustion a defendant in that case? 25 A Yes. 136 1 Q What products did Mr* Kelly allege to have been exposed 2 to? 3 A Mr* Kelly was a contractor who came in to build some 4 silos in a plant and he didn't allege -- I don't think he 5 named any product* 6 Q Are you familiar with any Pennsylvania State Government 7 Inspections of the R & I plant? 8 A I have only -- I think I have heard reference to it* that 9 Pennysylvania would come around, but# again, I was not in 10 production* 11 Q When did you first become aware of that? 12 A Probably through this litigation# you know* 13 Q Okay* 14 A Not this particular case, but any case. 15 0 Were you ever aware of a study known as "Asbestosis Part 16 One,* produced by the Commonwealth of Pennsylvania, 17 Department of Labor and Industry, in 1934? 18 A NO. 19 Q Were you ever aware of a publication known as "Asbestos 20 Special Bulletin Number 42" in 1935, authored by W* B. 21 Fulton, a gentleman named Dooley, a gentleman named 22 Mathews and a gentleman named Bouts (ph.) in the year 23 1935? 24 A No* 25 Q Were you ever familiar with a document known as "Asbestos 137 1 Pact Two* The Nature and Amount of Dust Encountered in 2 Asbestos Fabricating Plants"? 3 A No. 4 0 Also in 1935, are you aware of a "Part Three, The Effects 5 of Exposure to Dust Encountered in Asbestos Fabricating 6 Plants* on the health of a group of workers, Commonwealth 7 of Pennsylvania, Department of of Labor and Industry, 8 Barrisburgh, Number 42, September 20, 1935? 9 A No. 10 Q Have you ever heard about that before? 11 A No, I haven't. 12 MR. THOMPSON: Off the record. 13 (At this time a brief discussion 14 was held off the record.) 15 Q (By Mr. Thompson, continuing) In addition to the National 16 Insulation Manufacturers Association and the National 17 Mineral Wool Manufacturers Association or Institute, what 18 organizations, professional, and trade associations, was 19 Refractory. & Insulation Corporation, the New Jersey 20 corporation, a member of in the late 1940s? 21 A I don't know if -- the American Refractory Institute, 22 ASTM, American Ceramic Society. 23 G What is ASTM? 24 A American Society of Testing Materials. I can't think of 25 any more 138 1 Q American Ceramic Institute? 2 A American Ceramic Society. 3 Q Mow, was Refractory & Insulation Corporation ever 4 involved with or associated with the Mellon Institute of 5 Pittsburgh, Pennsylvania, to your knowledge? 6 A Mo. What is the Mellon Institute? 7 Q Well, it's an industry think tank, if you will. e A Okay. 9 Q Was Refractory & Insulation Corporation ever Involved 10 with, in any way, the Industrial Hygiene Foundation, the 11 IHF? 12 A No. 13 Q How about the Air Industrial Hygiene Foundation? 14 A Mo. 15 Q The Industrial Health Foundation? 16 A No. 17 0 Did you or did anyone, to your knowledge, at Refractory & 18 Insulation ever subscribe to the Industrial Hygiene 19 Digest? 20 A Not to my knowledge. 21 Q The American Industrial Hygene Association Journal? 22 A No. 23 G The American Industrial Hygiene Quarterly? 24 A No. 25 Q With regard to research development in the late f40s. 139 1 which people would have been involved in that? Your 2 father? 3 A No. 4 Q Okay. 5 A Alva Arwine and H. N. Clark. 6 Q Would Arwine have been more involved in insulation rods 7 and Clark more with the refractory? or both with both? 6 A No* Well? both favored refractory? but -- 9 Q Okay. And until the 1950c who would have been involved 10 in research and development? 11 A Okay* Then it was A1 Arwine? R. E. Nelson and sone 12 people that had a short tenure there* They would come 13 and go* I really can't recall come of the names. 14 Q To your knowledge? was the plant at Port Kennedy? under 15 either the ownership and operation of the New Jersey 16 corporation or the Delaware corporation? ever cited for 17 noncompllance with asbestos? particular to air standards? 18 air quality standards? 19 A No# I'm not aware of that* 20 Q Not aware of whether they were or not? 21 A That's right* 22 Q You were a stockholder in Refractory & Insulation 23 Corporation? the New Jersey corporation? prior to the 24 time that it was -- 25 NR* FORKENj Transacted? 140 1 Q (By Mr* Thompson# continuing) -- the transaction of June 2 5, 19637 3 A Yes. 4 0 Approximately what percentage of the total ownership of 5 the company did you have? 6 A Two and a half percent* 7 Q Okay* Are you presently a stockholder in Combustion 0 Engineering? 9 A Yes# 1 am. 10 Q How many shares do you have in Combustion? 11 A 249. 12 0 When did you acquire your first share of Combustion 13 Engineering stock? 14 A It was through a profit sharing plan. 15 Q When# approximately what year? 16 A Might have started in the early '70s* 17 Q Okay. Looking down this li6t of people# did any of those 18 people own stock in Combustion Engineering prior to the 19 June 5# 1963 transaction# to your knowledge? 20 A George Mann did. He# you know# he always liked it. He 21 did very well with it. 1 know that's one person. 22 Q Okay. Did any people after 1963 own Combustion stock? 23 A You mean -24 G Well# shortly after. 25 A Well# I don't know. 141 1 HR. THOMPSONS I have no further 2 questions. 3 THE WITNESS* Thank you. 4 (At this time a brief discussion 5 was held off the record.) 6 EXAtilUAXIPH 7 BY HR. FOKKENt 8 Q Mr. Christenson/ at my request have you read Nr. 9 Thorstad's discovery deposition of November 12, 1986? IQ A Yes. 11 Q Based on your review of Mr. Thorstad's deposition and his 12 testimony regarding the jobs he performed at the Piti 13 Power Plant on Guam back in 1950, can you determine 14 whether or not he was performing the setting function or 15 the insulating function on that job? 16 A Okay* It appeared to me that it was primarily an 17 insulating function. And I'll give you the reasons why. 18 Q Please do* 19 A That on the setting it does not call for any poultry mesh 20 prior to applying the plastic insulation. On the side 21 walls and the rear of the boiler there is one section/ 22 the drum, where the exposed portion of the upper drum/ 23 the drum heads and the lower drum heads# that required 24 poultry mesh over the 85 percent mag block and then the 25 hard finish cement# but the rest of the boiler# the 142 1 specification does not call for any poultry mesh over the 2 block or the rear of the boiler or the side wails, okay? 3 The only poultry mesh -- and the specification is very 4 clear on this -- is used on the insulation portion, in 5 other words# where what we would call the insulation 6 apart from the setting# where the duct comes down to the 7 air heater# to the fan and up again over the boiler, hot 8 air duct# down to the wind boxes. That's insulatoc 9 work. It's the insulation contract. That called for the 10 85 mag blocks# the poultry mesh# the half inch of hard 11 finished cement# plus canvas# okay? Now, I know Nr. 12 Thorstad made reference to asbestos cloth covering it# 13 but actually it's canvas. 14 But the other point is that plastic IS insulation# which was Stic-Tite -- and a call for it to 16 cover the block on the boiler -- was pink. It was 17 distinctly pink. We made it pink so it would be 18 recognizable by us. In other words# it was so unlike 19 other cement. Without the pink color# you didn't know 20 whether it was your product people were complaining about 21 or not. So we did make it a definite pink. 22 Q And Hr. Thorstad indicated he was working with vh&t color 23 cement? 24 A A gray or a brown or a gray. 25 The other point is that our blocks 143 1 were heavy inf say, relation to the 85 percent magnesium 2 block and you would need a hand saw. It would be very, 3 very difficult and I don't think you could do a job with 4 a knife, okay? 5 But it was primarily the fact that 6 he talked about, in his deposition, the poultry mesh, 7 then the cement and then the covering of cloth. And 8 that's -- as I say, except for the upper drum, that was 9 all insulation* 10 Q And based upon your review of the documents relative to 11 the contract for the Piti Power Plant, was Combustion 12 Engineering responsible for the insulation function? 13 A No. Just the setting, what's refered to as the setting. 14 Q Now, you referred moments ago to color of certain 15 products* You say Stic-Tite was what color? 16 A It was pink* 17 Q And was It pink in 1950? 18 A Yes* 19 0 Now, with regard to cutting the blocks, you referred to a 20 knife and how a block might be cut. What do you recall 21 about Hr* Thorstad's testimony that related to cutting of 22 the block? 23 A It was done with a sharp knife* 24 0 And were there any ingredients on the -- ingredients is 25 the wrong term. Were there any products used on the Piti 144 1 Power Plant in the form of insulating block# which could 2 be# in your opinion# cut with a knife? 3 A The 85 percent magnesium was a much softer product* 4 Q And did R fc I Hew Jersey manufacture an 85 percent mag 5 block at that time? 6 A No. 7 Q Have they ever manufactured an 85 percent magnesium 8 block? 9 A No. 10 MR. FONKENt That's all the 11 questions I have. 12 OAttlMmQN 13 BY MR. THOMPSONi 14 Q Mr. Christenson# could you tell me again what type6 of 15 packages Stic-Tite came in; Kraft paper bags? 16 A It was a Kraft paper bag. It did have printing on it. 17 Q What kind of printing was on the bag? 18 A Well# it had sort of a green triangle and then it had the 19 circular R & I script trademark. It had "Stic-Tite 20 Q Was that in green print? 21 A I think that was black# okay? And then -- 22 Q Okay. We're talking about 1949# '50? 23 A Yes# right. 24 Q Go ahead 25 A Right. The Stic-Tite was in block letters. They were 145 1 like shadowed. You know what I am saying? Like they 2 were carved out of stone, to give an appearance of depth. 3 Q Now, the Stic-Tite came -- 4 A In 50 pound bags. 5 Q Okay. 6 A And -- 7 Q Mow, the block letter would have been in black print? 8 A Yes. I specifically remember the red, the green 9 triangle, you know. It was like broken. Naif the 10 triangle was up above and half of it was below and it 11 would have "Stic-Tite." Then, of course, Refractory & 12 Insulation Corporation, 120 Hall Street, Mew York, Mew 13 York. The insulating block at that time -- 1 have to 14 back up. Decause this was an export shipment, the normal 15 practice was to put two Stic-Tite bags in a cloth bag, 16 cloth or burlap bag. 17 Q Yes. 18 A The block at that time was shipped in a wooden box. 19 Q Okay. Mow what was in burlap? 20 A The two 50 pound Stic-Tite bags were packed inside of a 21 burlap or a cloth bag. 22 Q That's the way they were shipped on this particular job? 23 A It was an export shipment and that was our method of 24 doing it. 25 Q Okay. Mo barrels were used? 146 1 A Okay, now, not Cor the asbeetoe products, okay. 2 Q Okay. 3 A For refractories that's quite common. 4 Q Particularly for export shipments? 5 A Okay. When you come to bonding mortar, which were used, 6 you know, to dip the brick or to bond the brick, that 7 comes in two forms. The most popular form is a wet form, 8 premixed and it comes in a drum. However, there are dry 9 products and something like export, you would probably 10 ship that in a drum. Moldit A, Moldit 6 would 11 customarily be in a 100 pound bag -- 12 Q Which were refractory and not asbestos? 13 A They also* for export, would be packaged in a 55 gallon 14 drum usually. 15 Q Now, you mentioned with regard to the block -- I don't 16 know that you did mention it. How would the block be 17 coming? 18 A In wooden boxes. 19 Q Juat wooden boxes. And would they be what; pine boxes? 20 A Pine boxes. 21 Q What kind of lettering would be on the boxes? 22 A Usually it would just be -- normally you get export 23 markings and they would be stenciled on with black. 24 Q Gut the boxes themselves, there wouldn't be any Kraft 25 covering inside. It would just be the boxes and then the 147 1 insulation block would be inside it? 2 A My recollection is that it was just the block packed in 3 the wooden boxes* 4 0 And that was black stenciled lettering on the pine boxes? 5 A Yes. 6 Q What about CBC Special? 7 A Be treated the same way as Stic-Tite. 8 Q Okay. And your testimony is that the products -- it's 9 your opinion that, based on the deposition of Mr. 10 Thorstad, that he wasn't using your insulation block 11 because he talks about cutting it with a knife; is that 12 correct? 13 A That's part of it, yes* And because our block was only 14 used on the boiler. 15 Q bower down is what you are saying, as opposed to higher 16 up or internally? 17 A Ho* It was used on the roof, the side walls and the rear 18 wall* And what X am saying is that up above there was a 19 drum that ran the width of the boiler and that was 20 different. 21 C And that's what you think he worked on? 22 A Well, that had the -- that describes it. 23 Q Of course, that product was Johns-Manville? 24 A That describes that, you know -- 25 Q in your opinion? 148 1 A -- cloth covering. 2 Q Well, I don't know that he described it quite the way you 3 say and certainly he will have the opportunity to 4 supplement his previous testimony, if he feels he can 5 clarify it at all. But with regard to the CEC Special -- 6 we went through it a bit on the blueprint -- that was 7 used on this product, from your examination of the 8 blueprints and the specs and everything? 9 A Yes. 10 G Where? 11 A Kell, the only place we really found it was within a door 12 frame. 13 Q And, again, the Stic-Tite or the Mix B? 14 A Mix B was used as an expansion joint material. 15 Q Would Mix B be packed in the same kind of a bag and just 16 known as Mix B or would it be called Stic-Tite or -- 17 A What we do for products like CEC Special and Mix B and 18 all was a basic Stic-Tite bag without the "Stic-Tite" 19 written on. it and we would stencil in that name. 20 Q And that would be black lettering? 21 A Yes. 22 Q Would there be that green triangle on there, too? 23 A Yes, there would. 24 0 And inside the triangle would be the black R 6 I circular 25 logo? 149 1 A The logo came up on top (indicating). And then there was 2 like the green triangle. 3 Q Right. 4 A Which was then broken with blank space for Stic-Tite and 5 then the last half of the green triangle. Q Okay. That's fine. 7 I have an exhibit that I'd like to 8 enter into the record and I have got to have a moment to 9 find it, if X could. 10 (At this time Christenson 11 Deposition Exhibits Numbers 17, 18 and 19 were marked for 12 identification by the court reporter.) 13 0 (By Nr. Thompson, continuing) I believe it was your 14 testimony that, in your opinion, the Stic-Tite, CEC 15 Special, or when I say "Stic-Tite," I meant Mix E, I 16 guess it is, on this job and just those two products for 17 now, were used primarily in the brickwork operation, as 18 opposed to the insulation function. Is that an accurate 19 paraphrase? 20 A Yes. 21 Q I wonder if you could take a look at what I have had 22 marked as Deposition Exhibit 18. 23 A Okay. 24 Q Makes reference to settings. 25 A Yes. 150 1 Q Is he making reference to the brickwork# primarily, in 2 that particular correspondence# which is in Deposition 3 Exhibit Number 18# September 26# 1950? 4 A Yes# he is# as it's almost ail brickwork. Maybe it's 5 only bought -- it's Combustion's part. He's mixed what's 6 left over from Combustion# what Combustion supplied. 7 Q And that would be insulation block? e A Yes. 9 Q And when it says on Deposition Exhibit Number 17# where 10 we talk about insulation block# that's the R & I 11 insulation block? 12 A It is. 13 Q Okay. When we say "CEC Special#" that's what we have 14 been discussing? 15 A Yes. 16 Q Mix B; that's what we have been discussing, as well? 17 A Yes. 18 Q Okay. And are those the three asbestos containing blocks 19 -- Stic-Tite# as well? 20 A Stic-Tite? 21 A Now# Stic-Tite wasn't referenced in the legend on that 22 blueprint. I see a listing of Stic-Tite on Exhibit 23 Number 17. 24 A It was referred to as "PI#" plastic insulation. 25 Q Okay. So plastic insulation would be the Stic-Tite? 151 1 A Products of that sort* 2 Q Okay. How I would like you to look at Exhibit Number 3 19* On the back there's a diagram which apparently was 4 drawn by Mr* Connell* 5 MR. FONKENj Kell# that's your 6 assessment* 7 MR. THOMPSON! Well, the 8 document ultimately will speak for itself* 9 MR. FONKENx If that's going to 10 be incorporated into your question# 1 just want that 11 clear 12 Q (By Mr* Thompson# continuing) Is that reference to the 13 brick function or to the insulation function? 14 A This is the brick function. 15 Q And that would be the July 20# 1950? 16 A Yes* 17 Q And the date of Deposition Exhibit Humber 17 is September 18 25# 1950? 19 A Yes. 20 Q And is there a signature# M. 8. Connell? 21 A Yes. 22 Q And what about Deposition Exhibit Number 18? I think I 23 asked you if that was the brickwork or the insulation 24 function that he was referring to. 25 A It is the brick* 152 1 C Brickwork? 2 A Brickwork function. 3 Q Thank you. 4 A I didn't see that. 5 Q Take a look at that. 6 A This one here, the diagram. 7 Q On the back? 8 A Yeah. 9 Q It's brickwork? 10 A That's brickwork. 11 Q And we're looking at the back of Exhibit Humber 19? 12 A Yes, that's brickwork. 13 HR. THOMPSON: I have no further 14 questions. 15 MR. FONKEN: I have nothing 16 further. You have the right to read and sign this 17 deposition. I think maybe you ought to exercise the 18 right to read and sign it. 19 THE WITNESS: Yes. 20 MR. THOMPSON: I'd feel 21 comfortable with that. 22 (At this time the deposition was 23 concluded.) 24 (The original transcript of this 25 deposition will be forwarded to Attorney Thompson upon 153 1 coopletion of th reading and signing.) 2 3 4 5 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 154 1 NOTARY-REPORTER'S CERTIFICATE 2 STATE OF MINNESOTA) 3 68. 4 COUNTY OF RAMSEY ) 5 I, NANCY G. GISCH, a Notaiy Public 6 within and for the County of Ramsey, and State of 7 Minnesota, do hereby certify) 8 That prior to being examined, the 9 afore-named witness was by me sworn to testify the truth, 10 the whole truth, and nothing but the truth; 11 That said deposition, consisting of 12 154 pages of typewritten material, was taken down by me 13 in Stenotype at the time and place therein named, and was 14 thereafter reduced to typewriting under my direction? 15 I further certify that I am neither 16 related to any of the parties or counsel nor interested 17 in this matter directly or indirectly. 18 WITNESS my hand and seal this 8th 19 day of April, 1988. 20 21 22 23 i ;' 24 Nancy G. Gisch Notary Public Ramsey County, Minnesota 25 155 1 1/ FRANK T. CHRISTENSON, do hereby certify and state, that 1 have read and examined the 2 typewritten transcript of the deposition taken of me, at the time and place therein named, in the matter of 3 THORSTAD versus ARMSTRONG WORLD INDUSTRIES, INC., et al, consisting of the preceding 154 pages, and find the same 4 to be true and correct. (Except as follows): 5 PAGE NO,him NQ.tCORRECTION 6 7 6 9 10 11 12 13 14 15 16 17 18 19 20 21 Dated this day of 1988. 22 23 24 FRANK T. CHRISTENSON 25 Twin City Court Reporters 245 Hanover Building 480 Cedar Street Saint Paul, MN 55101 (612) 293 0498 Date: 4-8-88 Re: Thorstad vs. Armstrong World Industries, Inc., et al. Please find enclosed your copy of the deposition of PAUL JONESf taken on 4-6-88 1988, in the above-referenced matter, together with the original signature page. Please have your client read their deposition and sign the enclosed signature page, noting any corrections. Upon completion of the same, return the original signature page to me for proper distribution and inclusion in the original transcript. According to the Rules of Civil Procedure, the signed signature page must be returned to me no later than 5-15, 1988 . Sincerely, TWIN CITY COURT REPORTERS By: Enc. 4 1 I, PAUL F.. JONES Jo hereby certify and state, that I have read and examined the typewritten 2 transcript of the deposition taken of me, at the tire and place therein named, in the matter of THORSTAD versus 3 ARMSTRONG WORLD INDUSTRIES, INC., et al., consisting of the preceding 33 pages, and find the same tc he true and 4 correct. (Except as follows): 5 RAGE NO.LINE NO.CORRECTION 6 7 e 9 10 n 12 13 14 15 16 17 18 19 20 Dated this 21 22 day of 1988 . 23 24 PAUL E. JONES 25 Schedule M / Officers and Employees of Refractory 6 Insulation Corporation who have executed Employment Contracts1 1. H. N. Clark 2. H. C. Ruben 3. C. K. Clark 4. R. T. Hegeman 5. F, T. Christenson 6. A. S. Arwine 7. G. Andrews 8. J. A. Bliss 9. R. G, Hammer 10. G. Mann 11-. T. O'Dwyer Schedule H Directors, Officers and Employees of Refractory 6 Insulation Corporation Receiving Annual Compensation in Excess of $10,000.00 Andrew.., George H., Jr. Arwine, Alva S. Bellington, Joseph A. Bliss, John A. Christenson, Frank Christenson, Frank T. Clark, Charles K. Clark, Horace.N. Hammer, Rudolph G. Hegeman, Raymond T. Mann, George A. Marwick, Howard L, Nelson, Robert O'Dwyer, Thomas L. Ruben, Harold C. Smith, Henry F. Snyder, William M. Compensation Basis Paid in 1962 Amount Current Annual Salary Rate2 Salary & Comm. Salary Salary & Comm. Salary Salary Salary Salary Salary Salary & Comm. Salary Salary & Conn. Salary & Comm. Salary Salary & Comm. Salary Salary Salary 6 Comm. $23,614.69 15,842.00 13,179.90 17,861.00 25,737.70 10,338.00 ' ,23,452.50 45,871.50 25,892.11 23,329.50 15,463.89 15,607.15 11,545.49 21,622.81 25,493.00 13,242.49 11,060.29 $10,2%. & Comm 17,108. 1,430. 0 Comm 17,524. 19,994. 17,992. 23,010. 45,00b. 10,29b. 6 Comm, 23,010. 0,632. Comm, 8,632. 6 Conn, 11,544. 10,010. 6 Comm, 25,012. 13,000. 7,800. 6 Comm, 2 DEPOSITION HIBIT ranches: PCHHIILCAADGEOLPHIA NEWARK Refractory & Insulation Corporation 120 Wall Street, New York 5, N.Y. * rthl I ft# | m October 7, 1949 DISTRIBUTORS AN `PRINCIPAL CfTICS Combustion Engineering-Superheater, Inc 200 Madison .Avenue New York 16, New York Attention: Ur. C. W.- Hagendorn Asst. Traffic Manager Subject: U. S. Navy Your Order 495675 Contr. 25046-YSET Our Order 8552 ~. l\/ 7 Gentlemen: This is with reference to the subject order, which specifies that materials are to be packed for export in accordance with applicable provisions of Joint Army-Navy Specifications, JAN-P-IOO. In response to our request for information and clarification concerning items jeare furnishing. Inspector of Navy Material from office at Ambler, Penna. , Bnd at our Port Kennedy, Penna., factory, on October 6, 1949. He directed Tu^attention to Paragraph D-2b, Page '4 of General Specification JAN-P-100. This paragraph specifies that gross weight of any shipping container shall not exceed approximately 150 lbs. The purpose of this letter is to respect fully request waiver of the anpllcatlon of this paragraph. We intend to pack in wooden boxes the insulating materials we are furnishing on the subject order. Maximum gross shipping weight for any box on the subject order will not exceed aporoxiirc&tely 400 lbs. The boxes we propose to use will be In accordance with the Joint Arm.r-Navy Specifications JAN-P-106A. This publication includes soecifications for boxes with net weight of contents up to 1000 lbs. We are informed b r Inspector of Navy Material that waiver in writing must be received in his office at ambler, Penna., before he can authorize us to pro ceed with fabrication and packing of the subject order. Also, Government Bills of fading are required and there is a delay in securing these after material Is ready for shipment. Accordingly, we further respectfully re quest extension of time to accomplish contract consistent with anydelay in response to this letter. V_ry truly yours, ^ K^FHhCTORY 6; INSULATION C0RP. HCH;bc /h. C. Ruben DEPOSITION SSr** ibusjionKnoineerinc m^200 <MADISDN peluilater,'3jsic. [v ift * r ^ ipATEI ^aOTM 5cdi CHUJ TO AND ARK ntACTcmr & insulation cow*, WALL "STRCCT 'mat ten 5, -w York ^subjtct to uarccrim wr u.. wavy ^XfNALTY JOG" *OINC CONTRACT NOT TJOTI ^ NINCC WAVAL JPTLT ANNEX moe ill. STOCKTON, calif. TACIC9 ran WORT. -FC ARMT-WAVY WC. JAN-A-100 tmiTt INSTRUCTIONS LATCH. *JGJ5L*1? I C.ANSPORTATlON harged ^QOP 495677 <OUH ORDER NO CONTHAC T NO AND ALL INFORMATION WITHIN -'THIS ENCLOSURE MUST 4! f fSAiSLY NARMO ON CACySHlP- LNI AN[) ON ALL INVOK I *- ' A msius srufiiNB. ' .lyiiRNISmrHC fOU-OWING HlftLl. SUBJECT TO CONDITIONS ONVrV! M 1 -^EQ.INO. (MA.ji i OF THIS-ORDER. mill SNMUTINQ BLOCKS - * If" * 76" % 1-lA1 TI'X X 4*W* X1-1/7" W X 11 *5* Tf X ij * T-iA" ^t" * 11 <* j-i/f" - ?ER 9b.fi. NET. ^ m$ - * ... - * " * . - , . . ... -- - - * * * .. . *** m9ki . *9* ^SCLUDC^TJCTJTI *0 UY ABOVC........................ .. . . FW TON. . . . . .*110.00 M9/m -j^TOfctrrw gustation or 4AfAj. pON*. SnniKKiinMSSMMlr RC. JAN-R-100 >TCSAXCCt : Nm r^aACCT. BMHlLtlN :*.J.UWE *N*R0Hl " ... - ' 1'^^CrnHiAmTTi.rn.-\duio*ai) -6 R deposition EXHIBIT *5 :ntlemf:n - THIS is copy Of RUE R IOn VOUR HI ' 0^0 > CONTRACT WATER IAL -iUPOHT A1 ONCL ANYLOHH: CTiCJN , :, ^ CMiL.iQN'jTOTHL Combosi ion I:\uinei rim; -- Superheater. Inc: l H E " * *. u t;i PARTMl T - _ 20D MADISON AW NuL NCW YQKK 1 ti N- Y Schedule I Listing and Summary Description of Mortgages, Deeds of Trust, Loan or Credit Agreements of Refractory f- Insulation Corporation Agreements of September 21, 1962 and November 8, 1962 with the Montgomery County Bank and Trust Company covering a loan in the principal amount of $200,000.00. Outstanding balance is $37,500.00. Open Letter of Credit dated December 11, 1962 with the Marine Midland Trust Company in favor of EGNEP Ltd. (So. Africa) for the purchase of amesite. *t DEPOSITION - V..;?, THIS AGREEMENT made this 2 P day of /? 4 ?*V . 1964, between M. H. DETRICK CO., INC., & Delaware corporation ("Seller") party of the firat part, and REFRACTORY fc INSULATION CORPORATION, a Delaware corporation ("Purchaser") party of the second part, '3 DEPOSITION i EXHIBIT ,, , 4 WITNESSETH: WHEREAS, The Seller desires to sell and Purchaser desires to purchase the assets, properties and business of the Seller's Insulation Division upon the terms and conditions hereinafter set forth. NOW, THQ1EF0RE, In consideration of the premises and of the tnutual and dependent covenants hereinafter set forth, the parties hereto hereby agree as follows: 1. The Seller, subject to the terms and conditions hereof, hereby agrees to transfer, convey, assign and deliver to Purchaser through escrow the following assets, properties and business of Its Insulation Division: (a) Approximately three 'acres of land In Aurora, Illinois, together with buildings and structures located thereon, legally described In Schedule A, which also sets forth all exceptions to title; (b) All machinery, equipment, tools, furniture and fixtures described In Schedule B; (c) All laboratory equipment described in Schedule C; (d) All trademarks and trade names listed in Schedule D; and (e) Upon the consummation of the sale, as herein provided. Seller will also make full disclosure to Purchaser of the product formulae pertaining to the products produced by said Insulation Division, which formulae have been maintained by Seller in notebook form. Delivery of said notebook material shall constitute compliance with this provision. Mwas-far***. u i. t>`v Seller agrees to deliver on the closing date to Purchaser: (a) Such stamped warranty deed, bills of sale and assign* ments of trademarks and trade names as shall be effective to vest In Purchaser good and marketable title to the property conveyed, free and clear of all liens and encumbrances, except with respect to the real estate the exceptions enumerated In Schedule A and the encroachment referred to in Section 0 hereof, the stamped warranty deed shall be deposited In escrow by Seller; and (b) All of Seller's orders, contracts and commitments which are assumed by Purchaser hereunder, with assign* ments thereof, together with all books, records and other data. Including without limitation all lta notebooks and other records, including those pertaining to Inventiona, discoveries and improvements, IT any, whether patentable or not, having a direct bearing on the aseets and business transferred, conveyed, assigned and delivered hereunder, and simultaneously with such delivery the Seller shall take all such steps as may be requisite to put purchaser In actual possession and control of such assets and business. Seller after the closing date shall be permitted access to the books and records delivered by it at reasonable times for any reasonable purpose. It Is likewise understood and agreed that laboratory and other equipment now In said Insulation Division Plant but not Included in this sale (and excluded from the schedules) may be left In the buildings conveyed to Purchaser under this -3- Board of Directors and stockholders, and Seller agrees prior to the closing date to deliver to Purchaser true and complete copies of the minutes of the meetings of its Board of Directors and stock holders at which such authority was granted, certified by its Secretary. (c) All of the buildings and structures transferred, conveyed and delivered hereunder and all machinery and equipment listed In Schedule B are, and on the closing date will be. In normal operating condition and repair, free from any known defects, except such minor defects as do not substantially Interfere with the present use thereof in the conduct of normal operations. (d) Seller has good and marketable title to all of lto properties and assets, real and personal, wnlch are to be transferred hereunder, free and clear of all liens and encumbrances, except as herein referred to. Seller has not received notice of violation of any applicable zoning regulation, ordinance or other law, order, regulation or requirement relating to its Insulation Division operations and, so far as known to the Seller, there Is no such violation and the plant and other buildings used by the Seller in such operations conform with all applicable ordinances, codes and regulations. (e) The land, buildings, equipment, trademarks and other property described in the schedules hereto constitutes substantially all of the property and assets of Seller used In the business and operations now conducted by its Insulation Division. -5- Schedule M Officers and Employees of Refractory & Insulation Corporation who have executed Employment Contracts1 11 1. H. N. Clark 2. H. C. Ruben 3. C. K. Clark 4. R. T, Hegeman 5. F. T. Christenson 6. A. S. Arwine 7. G. Andrews 8'. J. A. Bliss 9. R. G. Hammer 10, G, Mann 11. T, O'Dwyer Schedule H Directors, Officers and Employees of Refractory & Insulation Corporation Receiving Annual Compensation in Excess of $10,000.00 Andrews, George H., Jr. Arwine, Alva S. Bellington, Joseph A. Bliss, John A. Christenson, Frank Christenson, Frank T. Clark, Charles K. Clark, Horace.N. Hammer, Rudolph G. Hegeman, Raymond T. Mann, George A. Marwick, Howard L. Nelson, Robert 0*Dwyer, Thomas L. Ruben, Harold C. Smith, Henry F. Snyder, William M. Compensation Basis Salary & Comm. Salary Salary & Comm. Salary Salary Salary Salary Salary Salary & Comm. Salary Salary & Comm. Salary & Comm. Salary Salary & Comm. Salary Salary Salary & Comm. Paid in 1962 Amount Current Annual Salary Rate $23,614.69 15,042.00 13,179.90 17,061.00 25,737.70 18,338.00 .23,452.50 45,871.50 25,892.11 23,329.50 15,463.89 15,607.15 11,545.49 21,622.81 25,493.00 13,242.49 11,060.29 $10,296. & Comm. 17,108. 1,430. & Comm. 17,524. 19,994. 17,902. 23,010. 45,00^>. 10,2%. <5 Comm. 23,010. 8,632. 0 Comm. 8,632. & Comm. 11,544. 10,010. 6 Comm. 25,012. 13,000. 7,800. C Comm. ti *ii ir4> *Ck`fJ<Wr wiwr< Bel aaffBLrii-srTyB liaaacfl r SHIP TO AND MARK Mine tONTftACT Hot i3931 rg OlNCC NAVAL IMY MNG %1tf STOCKTON# -CALI f f ARMMIAVY SKC emeu namjcvt THIS ENCLOSURE MUST BE-PLAINLY "MARKED-ON^CACH^HIP MINT AND ON ALL INVOICES. - - .- wr?tv < &SQ2E2SbESX2 '..Vi?'1'.Wr IS09 MISN TO^.TWClir M ssmrSwimsuit ^r _ --m ien irr-^-- fmir..- Vt-t7W7a # .V2&&255; ** CIS SPECIAL . MIXTUC *B* -.:: ' -i. is.w 'v-vv;/. mi * mockvool panels n THtYVO it) UNIT* ON CON- JTRACT, 'tACM UNIT4S OCTAILO M MR 0W MINTS ATTACHES. - - ' " " 3**Sl* *4*NClf "*R M.'fT^MCT -4NCLUOW8 SINBIMS. -f' i a **< J* XZr-fW-:*: specifications n panel sizm, mark i w, rrcfm-rn Ttorineort*e*s sn;^S " VC MW. SPAVINS LISTS PANELS TOR ONE It]I tiWMS9IMITIjJV'O-ivfMfOwIII AAWRSSCST TMO -rV^-v",-0----"!r--..'L- L.'-Sr&aar.*:*-'^: MSN RAWLS fOR TIC INO (t) UNITS ON CONTRACT. .,'r'vl' V - ';- -7- , ;?#Morr#iim Arc V...<A*s,.Bms, -~pc* tour sjctter Quotation f '3^f g*W*V .c;y; - . --.v.- .: vV: .- MaCn'IH txrarr 4tt accordance with ahny-navt specs. ^AN-p-loo,-ttiRau a- '"- 5STCTm,PAXtUL, CCS SPECIAL ANO MIXTURE SiM -^Ms'^< *NI8N TOrCRATURC CEMENT, MOtOlT A AND S ** '**CTJS OATS.jjc . ^Iacct.:^';1 - M ^N|!04 (W iWlOMAN) - ( jt^rponl CMATT. -Os'v- yfir r'^'- cr DEPOSITION EXHIBIT ylo/zz sU [!] S8* x il x 9 35* * I-i/S* T8 x y iy x T-1A* is* jt i-i/t* i-Vl ; deposition < EXHIBIT it S' \4fc Schedule I Listing and Summary Description of Mortgages, Deeds of Trust, Loan or Credit Agreements of Refractory & Insulation Corporation 1. Agreements of September 21, 1%2 and November 8, 1962 with the Montgomery County Bank and Trust Company covering a loan in the principal amount of $200,000.00. Outstanding balance is $37,500.00. 2. Open Letter of Credit dated December 11, 1962 with the Marine Midland Trust Company in favor of EGNEP Ltd. (So. Africa) for the purchase of amesite. W ]THIS ACREEMD1T made thla f"~ day of -y , 1964, between M. H. DETRICK CO,, INC,, a Delaware corporation ("Seller" Lparty of the first part, and REFRACTORY INSULATION CORPORATION, a Delaware corporation ("Purchaser") party of the second part, WITNESSETH: WHEREAS, The Seller desires to sell and Purchaser desires to purchase the assets, properties and business of the Seller's Insulation Division upon the terms and conditions hereinafter set forth. NOW, THfcREFORE, in consideration of the premises and of the tnutual and dependent covenants hereinafter set forth, the parties hereto hereby agree as follows: 1. The Seller, subject to the terms and conditions hereof, hereby agrees to transfer, convey, assign and deliver to Purchaser through escrow the following assets, properties and business of Its Insulation Division: (a) Approximately three acres of land in Aurora, Illinois, together with buildings and structures located thereon, legally described in Schedule A, which also sets . forth all exceptions to title; (b) All machinery, equipment, tools, furniture and fixtures described In Schedule B; (c) All laboratory equipment described In Schedule C; (d) All trademarks and trade names listed in Schedule D; and (e) Upon the consummation of the sale, as herein provided, Seller will also make full disclosure to Purchaser of the product formulae pertaining to the products produced by said Insulation Division, which formulae have been maintained by Seller In notebook form. Delivery of said notebook material shall constitute compliance with thla provision. V 2. Subject to the terms and conditions hereof, and In full consideration for the transfer, conveyance, assignment and delivery referred to in Section 1 hereof, Purchaser shall pay a total purchase price of $275,000 through escrow at Chicago Title and Trust Company as hereinafter provided. 3. Seller hereby further agrees to transfer, convey, assign and deliver to Purchaser on the closing date, the following: (a) All Inventory, Including raw material, finished and partially finished gooda and packaging material, as shown by a physical Inventory to be conducted Jointly by the parties in accordance with standard procedures at 625 Illinois Avenue, Aurora, Illinois, beginning on April 1, 196**. The unit prices to be paid by Purchaser for such inventory shall be as listed in Schedule E. (b) All unfilled orders as shown on Schedule F. (c) All purchase orders, contracts und other outstanding obligations of Seller as shown on Schedule 0. Purchaser agrees to pay to Seller on the closing date In full for the inventory to be purchased, as provided In the above subparagraph (a), less the amount of the outstanding obligations of Seller assumed by Purchaser as of the closing date and as above set forth. Purchaser also agrees to assume the obligation to pay for all supplies and materials ordered In the normal course of business by Seller and not 1Included In inventory. The parties agree that the value of vacation benefits earned by employees as of the closing date which are asoumed by Purchaser and charged against Seller are In the amount of Three Thousand One Hundred Dollaro ($3,100). -2- Seller agrees to deliver on the closing date to Purchaser: (a) Such stamped warranty deed, bills of sale and assign ments of trademarks and trade names as shall be effective to vest In Purchaser good and marketable title to the property conveyed, free and clear of all llena and encumbrances, except with respect to the real estate the exceptions enumerated in Schedule A and the encroachment referred to In Section 8 hereof, the stamped warranty deed ehall be deposited In escrow by Seller; and (b) All of Seller's orders, contracts and commitments which are assumed by Purchaser hereunder, with assign ments thereof, together with all books, records and other data, including without limitation all its notebooks and other records. Including those pertaining to inventions, discoveries and improvements, If any, whether patentable or not, having a direct bearing on the assets and business transferred, conveyed, assigned and delivered hereunder, and simultaneously with such delivery the Seller shall take all such steps as may be requisite to put Purchaser in actual possession and control of such assets and business. Seller after the closing date shall be permitted access to the books and records delivered by it at reasonable times for any reasonable purpose. It Is likewise understood and agreed that laboratory and other equipment now In eald Insulation Division Plant but not Included In this sale (and excluded from the schedules) may be left In the buildings conveyed to Purchaser under this -3- Board of Directors and stockholders, and Seller agrees prior to the closing date to deliver to Purchaser true and complete copies of the minutes of the meetings of its Board of Directors and stock holders at which such authority was granted, certified by Its Secretary. (c) All of the buildings and structures transferred, conveyed and delivered hereunder and all machinery and equipment listed In Schedule B are, and on the closing date will be, in normal operating condition and repair, free from any known defects, except such minor defects as do not substantially Interfere with the present use thereof In the conduct of normal operations. (d) Seller has good and marketable title to all of lt3 properties and assets, real and personal, which are to be transferred hereunder, free and clear of all liens and encumbrances, except as herein referred to. Seller has not received notice of violation of any applicable zoning regulation, ordinance or other law, order, regulation or requirement relating to its Insulation Division operations and, so far as known to the Seller, there Is no such violation and the plant and other buildings used by the Seller In such operations conform with all applicable ordinances, codes and regulations. (e) The land, buildings, equipment, trademarks and other property described In the schedules hereto constitutes substantially all of the property and assets of Seller used in the business and operations now conducted by its Insulation Division. -5- (r) All negotiations relative to this Agreement ami the transactions contemplated hereby have been carried on by Seller directly with Purchaser, without the Intervention of any person as the result of any act of Seller, In 3uch manner as not to give rise to any valid claim against either of the parties hereto for a brokerage conmlssion, finders' fee or other like payment. Seller hereby indemnifies the Purchaser against any claim for such conmlsslon, fee or payment. (g) No representation or warranty by Seller, nor any statement or certificate furnished or to be furnished to Purchaser pursuant hereto, or In connection with the transactions contemplated hereby, contains or will contain any untrue statement of a material fact, or omits or will omit to 3tate a material fact necessary to make the statements contained therein not misleading. This paragraph shall not apply to title letters or title Insurance Issued by Chicago Title and Trust Company or any of lt3 divisions, (h) Seller has no knowledge of any fact or circumstances and has taken no action which adversely affects the condition, financial or otherwise, or reputation or good will of the Insulation Division of Seller. 7. Seller will indemnify and hold harmless Purchaser agalr.at and In re3pecc of; (a) Any and all claims and liabilities which may be asserted against Purchaser, whether accrued, absolute, contingent or otherwise, on account of the operation oy Seller of the property and assets 3old hereunder. -6- ./ / --'.i^w355^ ocher Chan obligations expressly assumed by Purchaser pursuant to Section 3 (o) Any and all damage or deficiency resulting from any misrepresentation, breach of warranty or non-fulfill ment of any agreement on tne part of the Seller under this Agreement and from any misrepresentation in or occasioned by any certificate or other Instrument furnished or to be furnished by the Seller under this Agreement; and (c) Any and all claims asserted against Purchaser because of any violation or alleged violation of the Illinois Bulk Sales Law. 8. Seller agrees to deliver to purchaser as soon as possible a survey of a licensed surveyor showing the real estate to be purchased together with all Improvements thereon, wnlcn survey snail, with the exception hereafter noted, show r.o encroachments and that all lmprovement3 are located within tne property lines and any applicable building lines. Seller has disclosed to Purchaser that the southerly corner portion of tne so-called Test House encroaches on Illinois Avenue and this sale Is made subject to seld encroachment. 9. Seller and Purchaser agree that neither party has maoe any representacIon, warranty or covenant not 3et forth herein, and tr.e represo itlona, 'warranties and Indemnifications of Seller provided for herein shall not be discharged or dissolved upon, but shall survive the taking of delivery of Seller's Insulation Division business and assets by Purchaser and shall be unaffected by any Investigation made by Purchaser. -V- / 10. Each party may, at ita option, waive in writing any and all of tne conditions herein contained, to which ita obligations hereunder are subject. 11. The parties hereto agree that the sale of the property described in Section 1 of this Agreement shall be through an escrow with Chicago Title and Trust Company in accordance with the provisions of the form of Deed and Money Escrow Agreement attached hereto. 12. The parties hereto agree that real estate taxes and all other proratable items shall be prorated as of the closing date. The proration credit allowed to the Purchaser 'for general real estate taxes for the year 1963 and 19o4 to the closing date shall be adjusted upon receipt of the actual real estate tax bill for the year 1963. The real estate tajtes shall be prorated on the basis of the amount of tne 1962 taxes. 13. The sale contemplated by this Agreement shall be closed at 10 A.M. on April 3/ 194, which date shall be known for the purpose of this Agreement a3 the "Closing date". 14. All notices, requests, demands and other oomjuun lea t ions hereunder snail be in writing and shall be deemed to have been duly given If delivered or mailed first-class postage prepaid: (a) To Tne Seller: If to the Seller, to Frank Pollen, President, H. U. Detrick Company, 111 W. Washington street, Chicago 2, Illinois. (o) To Purchaser: If to Purchaser, to James U. Kelly, Secretary, Refractory is Insulation Corporation, 200 Madison Avenue, flew York 16, hew York. -0- 13 This Agreement may be executed slmultaneously in two or more counterparts, eacn of which shall be deemed an original, but all of wnicl\ together shall constitute one and the 3arr.e Instrument. 16. This Agreement shall inure to the benefit of and bo binding upon tr.e parties named herein aa the Seller and Purchaser and their respective successors and assigns, provided that any assignment of this Agreement or the rights hereunder by either party hereto without the written consent of the other party shall be void; nothing in tnis Agreement, express or Implied, Is Intended to confer upon any other person any rights or remedies under or by reason of this Agreement. Ill WITNESS WHEREOF, the undersigned parties hereto have duly executed this Agreement In tne State of Illinois on the date first above written. ATTEST: . ^ M. H. DETRICK COMPANY , Secretary V1TZST: v .4 \ -ecrecary _> President REFRACTORY & INSULATION CORPORATION 3y' l' /' l Li','.. A -9- LIST OF PATENTS, TRADE MARKS, ETC. Schedule C Pages C-i to c-. The foiloving documents were delivered to Comb'.stion Engineering, Inc,-. PATENTS Heller 2,4.00,3^7, Feb. 1, 19*4-9, The Protection of Furnaces from Slag Philadelphia Electric Company has a shop-right under this patent. Christenson 2,5L8,L21, Apr. 10, 1951, Attachments for Ceramic Combustion Chambers (No assignment is Christenson) 71ark 2,*4-07,135 , Sep. 3) 19^0, found; title appears Furnace Lining to be in Transferred to Babcock & Wilcox under the agreement dated January 1, 1953* A return license was granted to R. & I. A share of royalties may be due to R. 9.-. I. Clark DESIGN PATENTS * Des. 183,597, Refractory Block, running for 1U- years from September 30, 195& A corresponding Canadian Design registration dated Sep. 28, 1959, and registered as No. 163 in Folio 22729- PATENT APPLICATIONS Clark Ser. No. 278,028, filed Mar. 22, 1952, Conduit Cover etc. Copy of application and assignment. Status unknown. Clark Ser. No. 636,759, filed Jan. 28, 1957, Well Construction Copy of assignment only TRADE MARKS TM 33^,909 dated Sep. 15, 1936, NUTIPE as applied to Combustion Chambers for Oil Heating Boilers This has expired, unless renewed ( : ). TM 583,578 dated Dec. 15, 1953 for R & I within a circle as L applied to Casts and Castable Refractories, Bonding^^l* -d DEPOSITION 1 and Patching Mortars, Insulation etc. t EXHIBIT 1 CQJL^\ .Vb 2- - Schedu 1' c Pages c-l no C-3 EXPIRED PATENTS Clark 1,920,358, Aug. 1, 19 3 3 > Concrete Insulating Christenson 2,202,293, May 5, 194-2, Heat Insulating Linings Clark 1,651,036, March 29, 1932, Insulating Cement Christenson 2,076,753, Apr.. 27, 1937 , Refractory Heat Insulation MacDonald 2,012,071, Aug.. 20, 1935, Combustion Chambers Christenson 2,370,006, Feb., 20, 194-5, Prefabricated Ceramic Combustion Chambers Christenson 2,392,121, Jan.. 1, 1946, Prefabricated Ceramic Combustion Chambers ABANDONED APPLICATIONS Clark 630,024-, filed Dec. 19, 1956, Castable Refractory Compositions Assignment only Christenson 779,366, filed Feb. 11, 1947, Furnace Door Clark 507,302, filed Jan. 7, 1931, Refractory Concrete Assignment only ASSIGNMENTS WITHOUT APPLICATIONS OR PATENTS Clark assignment dated October, 1939, for an unidentified application covering Fireproof Combustion. File also includes an agreement dated December 19, 1939, between Clark, Christ /-* Branda and R. & I. providing for a 5# royalty if a patent were granted. No patent was found. <; -3- Schedule r Pages C-L to C-3 Allardice and Philip Sporn for an unidentified application cover! Insulating Block. File also includes an agreement dated December 8, 1939, between these parties and R. & I, crovidi ng for a 5i royalty if a patent is granted. No patent is four. a. Clark, Branda, Ser. No. 4-15,^24-, of October 20, l?1*! Christenson assignment dated January 2, 19^4-, covering Prefabricated Ceramic Combustion Chamber Christenson assignment dated July 22, 1946, of patent 2,3?r-1, u 0 u dated Feb. 20, 1945 ROYALTY ASSIGNMENT Agreement dated Dec. 28, 1938? whereby Clark and Christens :r. assigned to their wives royalties under patents Issued in them numbered: 1,651,038 1,959,658 2,078,753 1,920,358 2,012,171 all EXPIRED. JOHN MANSVILLE FILE A folder containing a letter dated Jan. 6, 1938, wherein patent attorney for John Mansville charged an infringement of five patents anda letter by Mr. Clark dated Jan. 1., advising the natter will be referred to R. & I, patent a '' rr.eys. It is hereby certified that the above listed Uni:: I patents, patent applications and design patents constit'ie only documents evidencing proprietary rights presently -v in whole or in part by the Seller. A i.-ites REFRACTORY & INSULATION CORPORA ~ By _____________ H. M. Clark ( / MINUTES of BOARD OF DIRECTORS MEETING of the NATIONAL INSULATION MANUFACTURERS ASSOCIATION Biltmore Hotel New York, N. Y. January 13, I960 \Z DEPOSITS I ^ EXHIBIT II The meeting was called to order at 2:00 P, M. by Chairman E. H. Luchs with the following in attendance: DIRECTORS E. H. Luchs Normin Barr (Proxy for R. R, Porter) R. E. Buckley F. T. Christenson (Proxy for Frank Christenson) ` G, J. Christner *1 S. Clousing J. VI, Cordrey (Proxy for J. C. Voiles) A* M. Ehret, Jr.' H, B. Hutten J. B, Jobe E. T. Johnson P. D. Kaley Ike Keith F. VT, Muller H. T. Williams Mundet Cork Corp. Keasbey 3* Mattison Company Pittsburgh Coming Corp. Refractory &; Insulation Corp. The Eagle-Ficher Company M. H. Detrick Company Fibreboard Paper Products Co. Baldwin-Ehret-Hill, Inc. The Ruberoid Company Johns-Manville Sales Corp. Union Asbestos & Rubber Co. Pittsburgh Plate Glass Co. Forty-Eight'Insulations, Inc. Gustin-Bacon Mfg. Company Owens-Corning Fiberglas Corp. OTHERS PRESENT D. L. Hirnnoa L. A. Hoff I. Ruddock, Legal Counsel J. M. Barnhart Johns-Manville Sales Corp. Johns-Manville Sales Corp. Cadwalader, Wicker sham &c Taft National Insulation Mfrs. Assn. APPROVAL OF MINUTES A motion was made, seconded and passed That the Minutes of the Board of Directors Meeting of September 9, 1959, as bulletined by the Associ ation office be approved. -2 treasurer1 s report 'he Association's Balance Sheet and Statement of Income and Expenditures of December 31, 1959, were outlined by Mr, F. T. Christenson. The Treasurer's Report is attached to these Minutes and made part thereof., p It was reported that the income for I960 will be in the neighborhood of $82, 000. 00. -l ELECTION OF BOARD MEMBER Due to commitments within his company, Mr. R, A. McLaughlin resigned as a member of the Board of Directors and Vice President, and has asked that Mr. P, D. Kaley replace him on the Board of Directors. A motion was made by Mr. F. W. Muller, seconded by Mr. T. S. Clousing and unanimously passed That Mr. P, D. Kaley be electe d as his company's designated representative on the Board of Directors. ELECTION OF VICE PRESIDENT k MEMBER OF ,-CECUTIVE COMMITTEE Mr. J. B. Jobe reported that the Nominating Committee proposed the following names to serve as Vice President and Member of the Executive Committee to fill the vacancies in accordance with the NIMA By-Laws: Vice President - H. T. Williams Executive Committee Member - Ike Keith There being no further nominations, a motion was made by Mr. A. M. Ehret, Jr. seconded by Mr. G. J. Christner and unanimously passed That the Vice President and Member of the Executive Committee as proposed by the Nominating Committee be elected. S?ZCL\L COMMITTEE REPORT ON ESTABLISHMENT Or A SAFETY PROGRAM Mr. J. B. Jobe reported that safety was a subject that was considered in conjunction with a Manufacturing Committee, and that basically a manufacturing program could be broken down into the following parts: SPECIAL COMMITTEE REPORT ON ESTABLISHMENT OF A SAFETY PROGRAM (cont'd.) (a) Manufacturing Methods, It was the consensus of the group that the diversification of manufacturing methods within NIMA was great and that the feasibility of such a program would be impractical, therefore the subject should be tabled, (b) Safety, It was the consensus of the group that the reporting of statistics relating to accident prevention was adequately covered by the program that many of NIMA members parti cipate in with the National Mineral Wool Association* and therefore the subject should be tabled, (c) Health, The feeling of the group on this aspect was that the industry could benefit from such a program. This subject will be studied further and a recommendation will be made at the next NIMA Board Meeting. STATISTICAL REPORTING It was reported that two letters had been received from members suggesting that benefit would be derived by reporting statistics on a geographical basis addition to the statistics already received. Discussion on the subject revealed that reporting on a state basis would be costly and impractical. However, reporting on a regional basis would appear to be feasible and will be investigated further. In this respect, Mr, Barnhart v/as asked to determine the individual company members regional sales bound aries in an. attempt to see if there were five or six areas of the country that would be fairly common to the membership. This will be done by mailing maps to the members upon which they are to indicate the sales regions for which they would have figures available in the normal course of business. The estimated cost of handling such an enlarged statistical reporting service will be secured from Price Waterhouse k Company NIMA members were asked to look into their company costs in participating in such a program. This subject will be discussed further at the NIMA Spring Meeting. REVISION TO NIMA CONSTITUTION Mr. H. T. Williams reported that the Committee had met and discussed the pension of the membership categories in the NIMA Constitution to include the foamed plastic manufacturers. Because of the fact that foamed plastic v/as a different product than those presently included in the Association with different problems, it was recommended that no change be made in the Con stitution at this time. Following discussion it was the consensus that the MINUTES of the BOARD OF DIRECTORS MEETING NATICNA L INSULATION MANUFACTURERS ASSOCIATION Chicago, ILL v April 14, 19o4 The meeting was called to order at 2:15 ?. M. by Chairman hi. 7fr, Burleson -with the following in attendance: directors; M, V/.- Burleson, Chairman P. D. Kalev Ike Keith V. L. Miller (Proxy for R, E. F. V/. Muller W. G. Neel D. M. Nelson M. M. Wilson J. F. Vyverberg Johns-Manville Sales Corp. Pittsburgh Plate Glass Corr.uar.y Forty-Eight Insulations, Inc. Buchley)Pit:sburgh Corning Corp. Gustin-Bacon Mfg. Comoaay The Ruberoid Company Fibreboard Paper Products Coro BalUv.dn-Ehr et-Kill, Inc. I^t5wens-Corning Eiberglao Corp. OTHERS PRESENT J. H. Boynton L. T. Choate M. P.-Crowthcr G. D. Rcycrait J. M. Barnhart Owens-Corning Fibcrglas Ccrp. Baldwin - Ehr et-Hill, Inc. Gustin-Bacon Mfg. Company Cadwalder Wickcroham it Tait NIMA APPROVAL OF MINUTES A motion w.is made, seconded and passed That the Minutes of the Board of Directors Meeting of October S, 1963, ns bulletined by the Association be approved. /X ' ACCEPTANCE QE RESIGNATIONS It was reported that 1 etters of resignation had been received from Mundet Cork Corporation, M. H. Detrick Company cod Kcasbey L. Mnetison Comoanv A motion was made, seconded and passed Tint the resignations be accented with regret. TREASURER'S REPORT Mr. VI. G. Nee-l outlined the Association's Balance Sheet, Statement ci Income and Expenditures, and Comparison of Actual Exoense to Budget as cf March 31, 1.964. * ' A motion was made seconded and massed That the Treasurer's Report be accented and f u rthe r D That the separate accounting pertaining to the sales ci the Economic Thickness Manual be discontinued. BROADENING OF MEMBERSHIP The expansion of membership to include foamed plastic manufacture rs was discussed. A Committee consisting of Messrs-. P. D. Kaley, Chairman, R. E. Buckley and H. B. Moreno was apoointed for the purpose of making recom mendations on the subject at the next scheduled Board of Directors Meeting,' AIMS AND OBJECTIVES OF MARKETING RESEARCH COMMITTEE The future projects of the Marketing Research Committee, as outlined in the Committee Minutes of March 13, 1964, were discussed. It was agreed that the following were reasonable and practical projects for the Committee to undertake; Define existing statistical reporting product categories and products reported. "Work with the Bureau of Census, Department of Commerce, etc AIMS AND OBJECTIVES O" MARKETING RESEARCH CO.V.MITi EC (com A. \ 3. Attempt to a s c c rta i n the mtr'-ct: potentials of competitive rr.otcri2.l0 (loomed plastics, eta.) (with respect to the ir.ve5ti52.tion of the broadcr-Jn" of the Association membership to cn.compc.ss foamed plastic t/pts cf ir.suiaticn, it ws s suggested t he. t the Co mm i ~ z c be ini' erred of this feet 2nd contact the specie.! committee ir.vesiirr.ting this subject/. 4. Follow up Mr. R. E. Buoldcy's letter pertaining to number of hours v/orked by Uiiion Iccrds in 1963. STATISTICAL- REFORTTNC It was reported that several companies were unable to report statistics on a state basis at this time and that Price Waterhouse u Corr.cany had been advised to continue statistics on the old basis for the present time (monthly and regional reports). It was decided that 1963 statistics should not be compiled on a state basis inasmuch as this information it not readily available from the members. Further, it was decided that it was not practical to establish separate reporting categories for "foned b.'an!;:" 2nd "coated blanket'1, and that the single "faced and coated blanker" category be retained for statistical reporting purposes. The establishment of a separate category for reporting "Prefabricated Duct Systems" was discussed. The glass manufacturers will be letter balloted on this subject prior tc July 1, 1 96. N7MA CERTIFICATION PROGRAM This subject was discussed in detail and it was decided that such a program would not he undertaken. OTHER BUSINESS 1. Mr. Barnhart was ashed to contact NFPA relative to membership c on the Air Conditioning Committee. 2. The Duct Systems Committee is ashed to present a survey of code changes that have been made that increase the use of prefabricated duct systems. ; J * 3. It was reported that the N1MA lc2.se expiree on A-^rii 3 1, 1 74>4. It was agreed that the lease should be renewed /or 3 years, provid ing any increase in rent that may be asked by the landlord will not exceed 10 percent. Mr. j. M. Barnhart will discuss the new lease with Mr. M. V/. 3urleson be/ore signing, n 4. It was agreed that the NIMA Annual Meeting would be hold at the Seaview Country Club', Abscccrv, N. J. , on October 5 and 6, 1964. It was reported that Johns-Manville Sales Corp., was printing on cortons, crates, etc. , containing asbestos products -{calcium silicate, magnesia, asbestos cements) a note pertaining to the dust created be these materials. The wording will be as follows: " Caution: This product contains asbestos fiber. Inhalation of asbestos in excessive quantities over long periods of time may be harmful. If dust is created when this product is handled, avoid breathing the dust. If adequate ventilation control is not possible wear respirators aooroved by the U. 5. Bureau 0/ Mines for pncumoc orios i s producing dust. 11 adjournment* There being no further business The meeting was adjourned. P.cspcctfully submitted j. hi, B^rnh^Tt National insulation manufacturers association 441 LEXINGTON AVENUE - NEW YORK J7. N. Y. MINUTES of BOARD OF DIRECTORS MEETING of the NATIONAL INSULATION MANUFACTURERS ASSOCIATION Fonte Vedra Beach, Fla. May 6, I960 The meeting was called to order at 8:30 A, M. by Chairman E. K. Luchs v/ith the following in attendance: DIRECTORS E, K. Luchs N, L. Barr (Froxy for R. R. Porter) R.. E. Buckley Frank Christenson A* M. Ehret, Jr. J, B. Jobe P. D. Kaley Keith F. V/. Muller E. T. Flummer (Froxy for E. T. Johnson) H. T. Williams Mundet Cork Corp. Keasbey u Mattison Company Pittsburgh Corning Corp. Refractory 2* Insulation Corp. Baldwin-Ehret-Hill, Inc. Johns-Manville Sales Corp. Pittsburgh Plate Glass Co. Forty-Eight Insulations Inc. Gustin-Bacon Mig. Company Union Asbestos it Rubber Co. Owens-Gorning Fiberglas Corp. OTHERS PRESENT F, T. Christenson, Treasurer D. L. Hinmon M, I, Ruddock, Legal Counsel J# M, Barnhart Refractory It Insulation Corp. Johns-Manville Sales Corp. Cadwalader, Wickersham It Taft National Insulation Mfrs, Assn. APPROVAL OF MINUTES A motion was made, seconded and passed That the Minutes of the Board of Directors Meeting of January 13, I960, as bulletined by the Association office be approved. 2 TREASURER'S REFORT The Association's Balance Sheet and Statement of Income and Expendi tures as of April 15, I960, were outlined. The Treasurer's Report is attached to these Minutes and made part thereof. I: was asked that in the future a Comparison of Budget to Actual Expen ditures be part of the Treasurer's Report. STATISTICAL REPORTING ON A GEOGRAPHIC BASIS Discussion on this subject revealed that the membership was desirous of receiving statistical reports on a geographic basis based on six regions, quarterly, including accumulated totals. The estimated cost of this work to NIMA, as received from Price Waterhouse & Company, will be approximately $1, 200. per year. Mr. Barnhart is to contact Price Waterhouse & Company and ask them to start their report as soon as the six months figures are available from the member companies. A map was exhibited showing the regions that v/ere to be reported in. Several comments were made to the effect th?.t the boundaries to the regions should be defined on a slightly different basis. Mr* Barnhart was asked to talk to Mr. F. "V7. Muller and redefine the areas. A map showing the regional areas that are to be reported in will be circulated to the Board of Directors. SAFETY PROGRAM It v/ac the consensus that the establishment of a NIMA Safety Program with respect to health should be dropped. APPOINTMENT OF A NOMINATING COMMITTEE A Nominating Committee was appointed by President Luchs for the purpose of preparing a slate of candidates for Directors and Officers for nomination for these positions at the Annual Meeting. The Commit tee will consist of A. M. Ehret, Jr., Chairman, Mr. Frank Christenson and Mr. F. \V. Muller. PUBLICITY PROGRAM 3 iccussion on a program to adopt for distribution of the brochure pre pared by Sumner Rider Zt Associates led to a motion being made by Mr. N. L, Barr, seconded by Mr, J, B, Jobe and passed That in order to place the project on a self-liquidating basis a cost of $0. 35 per copy shall be charged to the individual companies ordering the brochure, $0, 10 of which shall be placed in the NIMA treasury to defray the expense of mailing the brochure to inquiries that are received by the Association headquarters,.^ TECHNICAL & RESEARCH COMMITTEE REPORT Action on the report made by the Technical & Research Committee concerning requests made at a meeting in Y/ashington, D, C,, will be deferred to the next Board of Directors meeting. OTHER BUSINESS (a) The Board of Directors authorized the following salaries for the NIMA staff, retroactive to January 1, I960: Mr, J, M. Barnhart - $12, 500. 00 per year (Increase of $1, 000.00) Miss H. C. Lynch - $5, 800. 00 per year (Increase of $300, 00) (b) An air conditioning unit was authorized by the Board of Directors to be bought and installed for the NIMA headquarters. The coot of the installed unit and electrical work will be in the neighborhood of $475.00. OTHER BUSINESS (Cont'd.) 4 (c) It was announced that the Annual Meeting will be held at the Seaview Country Club, Absecon, N. J, on October 10 and 11, I960. ADJOURNMENT There being no further business, it was moved, seconded and passed That the meeting be adjourned. Respectfully submitted Acquisition of Assets and Business of REFRACTORY & INSULATION CORPORATION 6/4/63 CLOSING MEMORANDUM Action Prior to the Closing On May 15, 1963, the Board of Directors of Refractory & Insulation Corporation, a New Jersey cor poration ("R & I"): (a) authorized the sale, upon the terms and conditions of an agreement ("Agreement") to be entered into between R & I and Combustion Engineering, Inc. ("Combustion"), or a subsidiary designated by Combustion, of substantially all the assets of R & I to Combustion, or a subsidiary designated by Combustion, for a net purchase price of approximately $1,650,000; (b) authorized the president and Secretary to execute and deliver the Agreement on behalf of R & I; (c) approved and adopted a Plan of Complete Liquidation and Dissolution; (d) authorized, effective on the date of the execution of the Agreement, the change of R & I's name to "F&H Liquidating Corporation"; and (e) called for a special meeting of the R & I stockholders to be held on May 29, 1963, at 10:30 o'clock in the forenoon at 744 Broad Street, Newark 2, New Jersey, the purpose of approving the sale as provided in the Agreement, the Plan of Complete Liquidation and Dissolu tion and the change of R & I's name. On May 17, 1963, R & I mailed to the holders of Its common stock a notice of a special meeting of such stockholders i DEPOSITION \ EXHIBIT | OljjhdL' 1 y/fr/g? ^ 3 "Refractory & Insulation Corporation" and applied for qualification to do business in the State of Pennsylvania. The Closing The Closing took place at the office of Messrs. Carpenter, Bennett & Morrissey, 7^4 Broad Street, Newark 2, New Jersey on June 5, 1963* All action at the Closing was deemed to be taken simultaneously and all deliveries were made in escrow until the Closing had been completed. The following were present at the Closing: RJc_I: By H. N. Clark, President H, C. Ruben, Treasurer Prank T. Christenson, Secretary R & I Delaware: By William H. Draper, Jr. Thomas A. Ennis, President Jame3 B. Kelly, Secretary Bernard J. Garry, Esq. Carpenter, Bennett & Morrissey and Henry W. Clement, Counsel for R & I: By Henry W. Clement, Esq. Thomas L. Morrissey, Esq. Seth M. Dabney, Esq. Shearraatt-Sc Sterling, Counsel for R & I Delaware*. By Douglas B. Steimle, Esq. John C. Craig, Esq. John T. Hannigan, Esq. Home Title Guaranty Company: By Mr. Goldschlager 3 2.7 Certificate of the Treasurer of R & I with respect to incumbency and genuine signatures of officers of R & I acting for it in connection with the Closing. 2.3 Copy of the By-laws of R & X certified by R & I's Secretary as of the date of the Closing, 2.9 Copy of the Certificate of Incorporation of R & I and all amendments thereto (except the Certificate of Amendment changing R & 1*3 name to F&H Liquidating Corporation) effective prior to June 5, 1963, certified by the Secretary of State of New Jersey under date of May 14, 1963. 2.10 Resolutions adopted at May 15, 1963 meeting of Board of Directors of R & I, certified by Secretary of R & I. 2.11 Resolutions adopted at May 29, 1963 special meeting of stockholders of R k I, certified by Secretary Of R & I. 2.12 Certificate of the President of R & I as described in Section 5.6 of the Agreement. 2.13 Receipted real estate tax bills for the years i960, 1961 and 1962. 3. R & I Delaware delivered the following to R & I 3.1 Check covering payment of Pennsylvania State Transfer Tax due with respect to the Deed referred to in Os 2.1 in an amount equal to 1% of the assessed value of the property ($139,700) and an affidavit with respect to the payment of Transfer Taxes. 3.2 Certified checks payable to R & I in the aggregate amount of $1,890,209.66 pursuant to Section 1.2(a) of the Agreement. 3.3 Instrument, dated June 5, 1963, whereby R & I Delaware, pursuant to Section 1.2 (b) of the Agreement, assumes the liabilities and obligations of R & I specified in such Instrument. 3.4 Certificate of Assistant Secretary of R & I Delaware with respect to incumbency and genuine signatures of officers of R & I Delaware acting for it in connection with the Closing, 3.5 Resolutions adopted by the Board of Directors of R & I Delaware on May 28, 1963, certified by the Secretary of R & I Delaware. 4. R & I and R & I Delaware executed an Escrow Agreement (previously executed by Montgomery County Bank and Trust Company, as Escrow Agent) dated the Closing date, under which R deposited $165,000 as security for R & I's perfor mance of the conditions contained In the Agreement. 7 5. Carpenter, Bennett & Morrissey delivered to R & I Delaware their opinion as described in Section 5.1 of the Agreement. 6. Shearman & Sterling delivered to R & I Delaware their opinion as described in Section 5.3 of the Agreement and to R & I their opinion as described in Section 6.2 of the Agreement. 7. The Home Title Guaranty Company delivered to R & I Delaware commitments for policies of title insurance in accordance with Section 5.2 of the Agreement. fKIS AORElMENT made this 5th day of Jura, l?62 between F6K LICUIDATINO CORPORATION (formerly Refractory : Insulation Corporation), a New Jersey corporation ("Sellc:' party v, :.? ilrat part, and REFRACTORY k INSULATION COR?CV\TZON (formerly APRA Precipitator Corporation), a Delaware terporation, party of the aecond part ("Purohaaer"), WITNESSETH: WHEREAS, tn* Seller dealrea to aell and Purchase: dealres to purchase all of the Seller1! assets, properties and business (except cash other than petty oaah funds in the amount of $3,325 and aharea of capital stock of C k C Corptrsti?-i> upon the terms and conditions hereinafter set forth. NOW, THEREFORE, In consideration of the premises end of the mutual and dependent covenants hereinafter se* :. :: parties hereto hereby agree as follows: 1. TRANSFER OF THE SELLER S ASSETS AND CERT/.!*' RELATED TRANSACTIONS. 1.1 TRANSFER OF ASSETS. The Seller, . terms and conditions hereof, nereby transfers, cc-\eyr, a* and delivers to Purohaaer all of the Seller's assets art $uj}- neaa emitting on May 3, 193 as a going concern (except casK otner t.:a* petty cash funds m the amount of $3,325 *ni dhartt . o: capital tc* of C k 0 Corporation), including, mtkeut limita tion, all lands, fsctcriet.plur.os, buildings (tog*;'.?: vifcW appurt enances, licenses and permits), machinery, tools and automobiles an?. trucks, furniture and fixturtt, invent*rJs auppliea, aseounnt and notes receivable, unfilled orders, jecun ties, lr.svrnrce policies, patents and patent applications, *.i- tlona, dlacoverita and Improvements, patent licences f.-h r; rights, processaa and formulae, trademarks, trade names, Jsor'.- and other trade rights, copyrights, auch contracta and leases a- T purchaser desires to have assigned to it and which it wishes to assume, and all of the Seller's good will and the right to its corporate naae and all other names used by the Seller in connection with its business or produets. Such assets Include those owned by the Seller on Kay 3, 1963 reflected in the Seller's May 3, 1963 Balance Sheet referred to in Seotlon 2.3(a) hereof (except cash other than petty cash funds in the amount of $3,825 and aharea of capital atook of C 4 C Corporation). 1.2 CONSIDERATION FOR SUCK TRANSFER. Subjeot to the terms and conditions hereof, end in full eonalderatlon for the transfer, conveyance, assignment and delivery referred to in Section 1.1 hereof. Purchaser shell pey e total purchase price of $1,932*500 ty delivering to the Seller the following: (a) Cash to be Paid. A certified heok or checks paytble to the Seiler in the amount of $1,890,209.68. (b) Undertaking re Certain of Seller's liabilities. An undertaking^or undertakings whereby Purenater"assumes and agrees to pay, perform and discharge the following, and only the following, liabilities and obligations of the Seller: (l) Liabilities of the Seller as listed in Schedule J hereof in an aggregate amount of $42,290.3"; and (11) Obligations of the Seller in respect of (1) such of the leases, contracts sad other commitments of the Seller set forth on Schedules ? and 0 referred to in Section 2.15 which Pur chaser has notified the Seller in writing that it desires to assume, (2) such other leases, con tracts and commitments as may have been approved In writing by Purchaser which Purchaser desires to assume, (3) salat orders pieced with the Seller in the ordinary course of business and (4) pur chase orders placed by tne Seller in the ordinary course of business which do not involve an aggre gate paymn by the Seller of more than $140,202.4$, 1.3 INSTRUMENTS OF CONVEYANCE AND TRANSFER, ETC. The Seller hereby delivers to Purchaser: (*) .>er, .'Um . flvoh full covenant eri warranty 'eec.s, ^"Tir V' covenants of warrant?, endnrscrer.ts, ea*l5na,vr.td and other *ood and sufficient instruments of transfer, eon- veysnce ana assignment, m form satisfactory to Pur chaser, aa shall be effective to vest in Purchaser gecd and marketable title, free and olaar of all liana and encumbrances except as.provided In Seotlon 2,14, to tha aasata and business transferred, conveyed, assigned and delivered hereunder; and (b) Contracts. Records. ate. All of tha Seller's contracta and commitments which are assumed by Purchaser hereunder, with aeeignments thereof, hooka (except aanute and atcek books), rtcorda and other data relating to Ita assets, bualneea and operations, including, without limitation, all Ita notabooka and other reeorde relating to inventions, dlscoverlts and laprovaaanta, whether patentable or not; and slaultanaously with such delivery, the Seller shall taka all such steps as nay be requisite to put Purchaser In aotual possession and operating oontrol of auoh aseete and buslnsss. The Seller shell be peraltted aeeeea to the books and records delivered by it at reaaonabla times for any reasonable busi ness purpose. 1.4 FURTHER ASSURANCES. The Seller Shall from tine to tine at Purchaser's request and without furthsr con sideration, execute and deliver such other Instruments of transfer, conveyance and assignment end take such other action ss Purchaser nay require mere effectively to ertnsfer, convey, and assign to and vest in Purchaser, end to pat Purchaser in possession of, *"v p-o^rty transferred, conveyed, assigned and delivered hereunder. Tn the case of ccr.iracta end rights of the character referred to In paragraph (f) of Section 2,15, If any, wniwn . ..:.* vrrt:! el/ wicr.out the consent of third parties which Is unobtainable, the Seller will use Its boot effsrto .* sesuns .*? thereof. 3 1.5 `./JUTirN, ;/.* parties agree that tht Seller has operated its business from the beginning of business on Hay 4, 1963, until the date hereof for the ecoount of Purchaser, and that ell expenditures made or liebilities Incurred or accrued during such period In the ordinary course of business, except depreciation end amortisation, including, but not limited to, the following itemst (a) wages and salaries of employees; (b) payroll taxes and employee benefit costs; (c) power and light; (d) plant saintananoa and repairs; (e) raw matarlal and aervlcea; (f) sales and use taxes (other then sales end use taxes, if any, on the sale of assets by the Seller to Purchaser hereunder); (g) insurance premiums; and (h) expenditures for capital assets, have been for the ac* count of Purchaser. The parties agree further that ell trade accounts snd notes receivable created subsequent to Mty 3, 1963 were created for the account of Purchaser, end that all collec tions made by the Seller of such accounts and notaa receivable, and collections relating to the eooounta and notea receivable and other aaaeta sold to Purchaser hereunder, were made for the account of the Puroteser. All the foregoing has been determined in accordance with generally accepted accounting practice. To reflect the foregoing, Purchaser has paid to the Seller on the date hereof sn amount of $217,170.35 , reflecting the expendi tures mad* ar.d other items paid or payable for the account of Purchaser *a refle:tcd-in Schedule K attached hereto and the Seller has paid to Purchaser an amount of $313,606.37 , re flecting eo**!. * lor.w Muc .or the account of Purchaser as reflected in Schedule L attached hereto. 2. SELLSl*S AN& WJUvwa.Uu. I Seller hereby represents and warrants as follows* 4 D.i . " .: \e dollar is a corporation duly ,-c.l*r.g i.\d in good stand ing under the 'U./r, ,f ->,e .vtace of New Jersey, has corporate pew*', to carry or itt :u*inar. as ir is new csing conducted, mi is dJiy qualified to 30 business and is in good sMr.ding in the states a: New York# Pennsylvania, Ohio and Illinois. Copies of tha Seller1 c Certificate of Incorporation and all amendments thereto (except the Certificate of Amendment changing Seiler's name to F4H Liquidating Corporation) effected prior to tha data haraof (certi- fied 'ey tha Secretary of State of New Jersey under date of May 1*** 15&5) and of tha Sailer's Sy-Lawa as amended to tha data hsre- of (certified by tna Seiler's Secretary as of tha data haraof), have dean dalivarad to Purchaser and ara complete and correct as at the data haraof, 2.2 CAPITALIZATION. Tha Sailer's authorised capital stock consists of 500,000 shares of common stock, par value $1 par snare, of which 165,000 shares are validly issued ana outstanding, fully paid and non-assessable on the date hereoi . 2.3 SUBSIDIARIES. Tha Seller nas no subsidiaries except C k C Corporation. 2.w BOARD 0? DIRECTORS` AMD STOCKHOLDERS* AUTHOR ITV RELATIVE fO TKIi AGfiZiMcd.?. Tha execution, delivery and perfor mance of m:.if ; cr^ar-.t: : v th* seller. a.*d rhe transfer, convey ance, aa:gn.r.ert '..ell/ary conta.upiated tr.ereoy, including one charts of -'are *t of tha cote hereof to one which oVes no* v.*1, . * - ' :y fe uietior", have caer- duly authorized 7;* *.*a fnlier'*- Board of Directors and stockholders and tna Sailer -* v- *.' nv'.rpieta copies of tha minutes of zr.t r.Uiu;.i of its Board of Directors and stock holders at which such authority was granted, certified by its Secretary. 5 2.b FINANCIAL STATEMENTS. The Seller ha* delivered to Purchaser copies or the following financial statements, til of which are true and complete to the boat of lta knowledge, information and balief and have been prepared In aceordenoe with generally accepted accounting prlnelplta oonaistently followed throughout the perioda indicated* (a) Balance Sheet. Balance Sheet* of the Sellar aa of December il, 1963 (certified by Hatkina k Sella, certified public accountants), and of Hay 3, 1963, each of which is trua and correct and which present a true and tomplata statement aa of lta date of the financial condition and aaaeta and liabilities of ths Seller; and (b) Statement* of Profit and toaa and Surplus Accounts, statement* or the pront ana loss ana surplus accounts of tha Seller for each of tha five calendar years 1958 through 1962 (certified by Haskins k Sails) and for ths period from January 1, 1963 to May 3* 1963 each of which Is true and correct and which fully and accurately preaenta the results of operations of the Seller for the period Indicated. 2.6 ABSENCE OF UNDISCLOSED LIABILITIES. Except ae and to tha extent reflected or reserved against In the Seller'j May 3, 1963 Balance Sheet, the Seller as of tha data thereof had no liabilities or obligations secured or unsecured (whether accrued, absolute, contingent or otherwise) of a nature custo marily reflected in a corporate balance sheet prepared in accordance with generally accepted accounting principles, in cluding, without limitation, any tax liabilities due or to be* come due and whether incurred in respeot of or measured by the Seller*s income for any period prior to tha eloae of business on May 3, 1963, or arising out of transactions entered into, or any state of fnttt agisting, prior thereto, nor has tha Sailer any acerued, absolute, contingent or other liability with respect to any contract renegotiation* as at May 3, 1963 2.7 ABSENCE OF CERTAIN CKANOE3 OR EVENTS. Sine# May 3, 1963, there haa not been; 6 (a) labor relations, Time.cial Condit'.tr.a and Amts. Other tnar. cfv.;gM -n u. . rtir.tr, irurst of business, any significant labor troubles or any changs tn the Soller's financial condition, assets, liabilities, properties or business, including any damsge or destruc tion of proparty by fire or othar casualty, whether cr not covered by insurance, whioh has bean materially ad verse, For the purposes of this Section changes in results of operations due to lower levels of business activity shall not eonatltute an adverts change in flnanoial condition or business; (b) Ceoltal Stock, Options. Dividends, etc. Any change in tnt Seller's authorised or laauaa capital stoek, the granting of any stock option*, any purohase or othar aeauleition of any shares of the Sailer's capital stock, or any declaration, setting a*Ida or payment of any dividend or making of any other distribution or payment in respect of the Seller's capital stock; {) Pledge of Assets: Incurring of Indebtedness. Any nortgagT or"pledge~of any or tnt sailer's properties or assets or any indebtedness incurred maturing more than one year from the date the Indebtedness was incurred; and (d) Bwpioyee Benefit Plans and Certain Salaries, Any bonus, stock option, profit snaring, perision, reiirement or othar similar arrangement or plan Instituted or agreed to by the Seller, or any change in the Seller's Profit Sharing Pension Trust Plan or in the Pension Agree ment with Local Union Ho. 33A1 of the United Steelworkers, APL-CXO as in affect on Kay 3# 1963, or any increase in the compensation payable or to become payable by the Seller to any of its officers, employees or agents whose total compensation for services rendered to the Seller is currently at an annual rate of more than $10,000, or any bonus, percentage of compensation, or other like benefit accrued to, or for the credit of, any of the offlcera, employees or agents of the Seller other then under the said Plan and Agreement* 2.8 TAX MATTERS. The provision made for taxes on the Seller's Kay 3# 1963 Balance Sheet is sufficient, in the opinion of the Seller, for the payment of all accrued and unpaid federal, state, 'county and local taxes of the Seller, whether or not disputed, for the accounting period ended on that dote er.3 ail perl^du prior thereto. The Seller'* federal Income tax returns have been audited by the federal Internal JUvenua Servlra for all vests to ar..1 . :' tr.e calendar year 1959. The results of euch audit are properly reflected in the financial statements referred to in Section 7 2.5 hereof, ail deficiencies disclosed as a result of such suditt having been paid and settled. 2.3 ACCOUNTS AND NOTES RECEIVABLE. The Accounts Receivable of the Seller shown on the Seller's Hay 3, 1963 Balance Sheet, or thereafter acquired, or any Notes Receivable acquired by It, prior to the dete hereof, have been oolleoted, or ere collectible when due In an aggregate amount of not leee than 90% of sht book amounts thereof. 2.10 INVENTORIES. The inventories of the Seller ahown on the Seller's Nay 3, 1963 Balance Sheet or thereafter eequlred by it prior to the date hereof, consist of items of a quality and quantity uaable or aalabla in the noiwal course of the Seller*a business; the value of all Items of obsolete materials snd of materials of below-standtrd quality has been written down to realisable market value or adequate reserves provided therefor; and the values at which such Inventories ere oarrled reflect the nomal Inventory valuation policy of the Seller of stating the Inventory at coat, not in excess of market. 2.11 PLANTS AND EQUIPMENT. All of the Seller's plants snd all machinery end equipment therein ere in normal operating condition, free from any toown defeats except such minor defects as do not substantially Interfere with the present use thereof in the conduct of normal operations; all of the other building*, -`ir.fi by the Seller and any equipment therein are in normal operating condition and repair. a.12 BOOKS OP ACCOUNT! RETURNS AND RTPORTS, To the beat of the Seller's knowledge, Information and beliefi 8 (a) It* l wkj ci' account .u.icci ail ol its it*** of ineome and expcrv*, <*ri *11 of ao.-iet*, :n and accrual*; and (b) The Seller haa filed all reports and return* required by any law or regulation to be filed, and has duly paid, or accrued on its books of acoount, all taxes, duties and chargee due pursuant to such report* and returns, or aiaaaaad agalnet it and the aeeeseaent of eny material amount of additional taxes in exeat* of that reported and paid la not reasonably expected. 8.13 MINUTE BOOKS, The Seller' minute books con tain complete end accurate record* of all Beatings and other corporate action* of the stockholder* and dlrtotora of the Seller. 8.14 TITLE TO PROPERTIES; ABSENCE 0? LIENS AND ENCUMBRANCES, ETC. The Seller ha* good and aarketable title to all of it* propartiaa and assets, real and personal, free and clear of all lien* and encumbrances, except for euoh as appear of record and for such laperfeotlon* of title and encumbrances, if any, aa are not aubstantial in character, amount or extent, and do not materially detract from the value or interfere with the present uae of the properties subject thereto or affected thereby, or otherwise materially impair business operations. The Sellar has not rectlvsd notice of violation of any applic able soning regulation, ordinance or other law, order, rtgulefelon or requirement relating co it* operations and, so far aa known to t'-.o Seller, there is no such violation and all plant* and other buildings used by the Sailer eonfora with all applic able ordinances, code*-and regulations. 8.15 LISTS OT PROPERTIES, CONTRACTS AMD PERSONNEL DATA. The Sailer has delivered to Purohaeer, or is delivering coincidentally with the exeeu.ica aersof, accurate lists and summary descriptions, certified correct by authorised officers of the Seller, of the following: 9 (*) Real Iropevty. All rta. proparty owned or record or bencfIciiijy or leased ];y tho l*?r, ir.4 brief description of all buildings and structures lo cated thereon ("Schedule A"), accompanied by the orig inal or certified copies of.the deeds, title insurance policies and other title documents relating to such real property as is owned, as wall at all leases relating to real property leased by the Seller; and the Seller Is not m default under any least and all such leases art assignable to Purchaser or proper consents to ths assign ment thereof to Purchaser have been obtained; (b) Inventories. Inventories of materials, mer chandise, mac runtry, equipment, furniture end fixtures, as recorded in the boohs of aseount end records of the Seiler as of May 3* 1963 ("Schedule B")j (c) Patents. Trademarks, etc. All patents, patent applications, trademarks, trademark registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, patent licenses, contracts with employees or others relating in whole or in part to disclosure, assignment or patenting of any Inventions, discoveries, improvements, processes, formulae or other know-how, and all other agreements relating m whole or in part to any item in any of the eategorles referred to in Section 1 hereof, presently owned, In whole or in part, by the Seller (Sahedule C") accompanied by ths originals or eertlflad copies thereof, all of which patents, trademarks and copyrights, to the best of the Seller's toowledge and balltf, are valid and in good standing and all of which licenses, contracts and other agreements are valid and anforeaablt in accordance with their terms and all are assignable, or, other than as contemplated by Section l.k hereof, proper consents to the assignment thereof have been obtained; and all patent lloenses granted by the Seiler to others and In force accompanied by the originals or cartlflsd oopias thereof; (d) Automobiles and Trucks. All automobllss snd trucks owned or lasted by the- Sillier ("Schedule $"); (e) Insurance Policies. All policies of insurance with respect to the Seller and covering its properties, buildings, machinery, equipment, furniture, fixtures and operations, all of which are in foroe ("Schedule 2"), accompanied by the originals or csrtlflad copies thereof; (f) Certain Leases and Contracts. Each presently existing lease, other than the ittses referred to in clause (a) of this Section 2.15, contrsct or other commitment of the Seller, other than labor contracts ("Schedule F"), accompanied by the originals or certified copies thereof; and, except as indicated on such list, the Seller is not in default under any such lease, oontract or other commit ment, and all are assignable, or, other thsn as contem plated by Section l.o hereof, proper consents to the assignment thereof have been obtained; (g) Labor Contracts. Each presently existing labor contract ("schedule b^j,-accompanied by the originals or 10 certified copies thereof; end the Seller is not in d*feult under any auch contract and a-ti ere assignable co Purchaser or proper coneents to the assignment thereof to Purchaser have been obtained/ eo that Purchaser can continue the operation* theretofore conducted by the Seller without Interruption and under the aeme terns sr.d oonditlona te are provided in euoh contract*) (h) Certain Salaried Employees. The names and current annuel entry rates of all the Seller'* preeent directors/ officers and employe#* whose current annual salary rat* is il0,000 or more, together with a ausnary of the bonuses/ additional compensation and other like benefits, if any, paid or payable to such persons for the calendar year 1962 ("Schedule H")j (l) The Seller's Profit Sharing Pension Trust Plan Trustees Agreement and the Pension Agreement with Local Union No. 341 of the United Steelworker*/ APL-CIO as in effect on the date hereof, accompanied by copy thereof, end together with such schedules of employee oredlts end trust assets as the Purchaser shall request ("Schedule 0"); (j) Loan end Credit Agreements, etc. All mortgage*/ deeds of trust,-loan or credit agreement* and similar instruments to which the Seller is e party, and all amend ments or modifications of any thereof ("Schedule I")/ accompanied by originals or certified copies thereof; and (k) Accounts and Notea Receivable. A complete list of ell accounts and notes recsiveoie, ae recorded in the books of acoount and records of the Seller as of May 3/ 1963 ("Schedule N"). 2.16 PENSION ARRANGEMENTS. The Seller has no pension arrangements of sny kind for any of its employees, salaried or non-eelarlad, other than as provided In its Profit Sharing Pension Trust Plan, the Pension Agreement with Local Union No. 53^1 of the United Steelworkers, AFL-CXO, and pension arrangements for a disabled employee, Russell Wheeler. 2.17 LITIGATION. Except for suits, if any, of a character incident to the normal conduot of the Seller's busi ness and for which insurance is carried end the action known as John J, Vlcelich v. Refractory and Insulation Corporation insti tuted in the U.S. District Court for the Southern District of New York, there is no material litigation, proceeding or governmental investigation pending, or threatened, against or 11 relating to the Se-*l-r, wr it* prepares or business, or the transaction contemplated by thia Agreement, nor is there any basis for any aucn actions or for any claims, including, with* out limitation, any Oasis for actions or claims alleging or claiming violation of the antitrust laws, the Infringement of patents, copyrights, trademarks or trade names or the pollution of sir or water and the Seller la not a party to or subject to the provisions of any order, decree or judgment of any court having jurisdiction or of any governmental agenoy. 2.18 HO BROKERS, All negotiations relative to this Agreement and the transactions contemplated hereby have been earrled on by the Seller directly with Purchaser, without the intervention of any person as the result of any act of the Seller in such manner as to give rise to any valid claim against alther of the parties hereto for a brokerage commission, finders' fee or other like payment. Seller hereby indemnifies the Pur* chaser against any claim for such commission, fee or payment. 2.19 DISCLOSURE. No representation or warranty by the Seller, nor any statement or oertlfioate furnished or to be furnished to Purchaser pursuant hereto, or in connection with the transactions contemplated hereby, contains or will contain, any untrue statement of a materiel faot, or omits or will omit to state a material fact necessary to make the statements contained therein not misleading. 3. PT.TICKASER'S REPRESENTATIONS AND WARRANTIES. Purchaser hereby represents and warrants as followst 3.1 ORGANIZATION AND GOOD STANDING, purchaser la a corporation duly organised, validly existing and in good standing undar the laws of the State of Delaware. 12 2-2 .-.LLA7IVZ 70 -HIS AlHSZ!'.f.:;7. ?r* execu tion, delivery uod ^erf orn,::;e oi mis *gi**r.erit :j Purchr.ser has been .duly and effectively authorioed by ill requisite corpor ate action and the entering Into of this Agreement and cr.e consuwaation of the transaction contemplated thereby dees not violate tne provisions of purchaser's Certificate of Incorpora tion or By-Laws, the provisions of any not* of whieh Purchaser Is the maker, or of any indenture, agreement or other instru ment to which Purchaser is a party. >*. CONDUCT OF SELLER'S BUSINESS PENDING THE CLOSING. Since May 3, 1963, except as otherwise contented to by Purcnaser in writing, the Seller represents: H.l BUSINESS IN ORDINARY COURSE. The Seller's business has been conducted only in the ordinary course, whlcn included the maintenance of the insurance policies listed on Schedule E, but which did not include the making of any commit ment except as contempittad by Paragraph (b) of Section 1.2. .2 CERTIFICATE OP INCORPORATION AND BY-LAWS, No change has bean made in the Seller's Certificate of Incorporation or By-Laws, except for the Certificate of Amendment changing Seller's name to F&K Liquidating Corporation, 4.3 CAPITAL STOCK, OPTIONS, DIVIDENDS, ETC. No capital stock of the Seller has been issued or sold, no stoc.c options have been granted by the Seller, no shares of ti.e capital stock of the Seller were purchased or otherwise acquired for o consideration, und ro dividend or other distribution or payment has bean declared, paid, set aside or made in respect of tne Seiler's capital stock. A.m BORROWING: PLEDGING OF ASSETS. Ho borrowing or any mortgage or pledge of any ox' cne Seiler`a properties assets 13 hat been aide. 4.5 EM?LOfSE SENE7IT PLANS AND CERTAIN SAURIES. No bonus, stock option, profit sharing, pension, retirement or other slnilsr arrangement or plan has been instituted or agreed to by the Sailer, no change in the Sailer's Profit Sharing Pension Trust Plan or in the Pension Agreement with Local Union No, 5341 of the United Steelworkers, AFL-CIO as in effect on May 3, 1963 and no increaae in the compensation payable or to become payable by the Seller to any of Its officers, employees or agsnts whose total compensation for sarvloes rendered to the Seller Is currently, or whose compensation after any Increase will be, at an annual rate of more than $10,000, has been made, and no bonus, percentage of compensation, or other like benefit has been eccrued to or for the credit of, any of the officers, employsss or agents of the Seller. 4.6 PRESERVATION 07 BUSINESS ORGANIZATION AND 0000 WILL. The Seller has used Its best efforts to preserve its business organisation intact, to keep available to Purchaser the services of the Seller's present officers and employees; and to preserve for Purchaser the good will of the Seller's suppliers, customers and othere having business relations with it, 4.7 COMPLIANCE WITH LAW, ETC. The Seller ha duly complied with all laws applicable to it and to the conduct of its business. 5, CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATIONS. All obligations of Purchaser under this Agreement are subject to the fulfillment, as at the dote hereof of each of the following conditions: 14 5.1 OPIHiON Of SEUEA'S COUNSEL. Purchaser ahall have been furnished with an opinion, dated as at the date hereof, of counsel for the Seller, Messrs. Carpenter, Bennett & Morrissey, to the effect that* (a) Seller's Organization and Good Standing. The Seller ia a corporation duly organized, vtiidi/exlating and in good standing under the lava of the State of Hew Jeraey, hea corporate power to oarry on its business as It is then being conducted and la duly qualified to do business tnd Is in good standing in the states of Hew York, Pennsylvania, Ohio snd Illinois] (b) Seller's Capitalisation] Validity of Common Stock. Tht Seller's authorised capital stock conalatt or 560,600 Jhares of eoamon stock, |1 par value) and the number of shares of common stock outstanding aa at the date hereof is as stated In said opinion and auoh aharta ara validly issued and outstanding, fully paid and non-assessable; . <LAgreement. aTUhe;"regx.eCcourtpioonr,atedeAliuvtehroyriatynaRpeelarrtoivmeahtooethoirs this Agreement by the Seller have been duly authorised and approved by all requisite action of the Seller's Board of Directors and stockholders, and this Agreement has been duly executed and dalivered by the Seller and eonatltutee the valid and binding obligation of the Seller in accordance with its terms; (d) Compliance by Seller with all Other Requirement!: Power to Transfer assets. Ail otnir"iciidn* ana proceed* mgs required by law or this Agreement to be taken by the Seller, at or prior to the date hereof, in connection with this Agreement and the transactions provided for herein, have been duly and validly taken, and the Seller has oom* plate and unrestricted power to transfer, convey, assign and dallver to Purchaser all of the properties, assets and business to be transferred hereunder! () Litigation. They do not toiov of any litigation (except as specified in Section 3*17 hereof), appraisal or other proceeding or governmental investigation pending or threatened against or relating to the Seller, its properties or business, or the transactions contemplated by this Agreement, or of any legal impediment to the con tinued operation of the Seller's properties and business In ordinary course, nor do they know of any basis for any such actions or for any claims; (f) Encumbrances on Personal Property. They do not know of any mortgages, liens, pleagesor other encumbrances in any material aggregate amount upon any of the tangible or Intangible personal property of the Seller; and (g) Transfer of Aaaeta not In Contravention of Lew, The transfers, conveyances, assignments and deliveries hereunder are not In contravention of any applicable state or local law or any agreement or other instrument. 15 (h) Validity of Instruments or Transfer. The instruments of" conveyance an4 transfer executed and delivered by the Seller on the data hereof are valid in aoeordanca with thalr terms to effectively vaat in Purchaser, jl) good and marketable tltla to tha raal proparty reflected in tha Seller'* Kay 3* 1963 Balance Sheet, and any raal proparty aoqulrad tinea that date, free and claar of all liana and encumbrances at atatad in Seotlon 2,14 hereof, and (11) all right, tltla and lntaraat of tha Sailer in and to ita other aaaata and ita buainaaa and good will, at contemplated by thla Agreement. 3.2 TITLE INSURANCE. Purchaser, upon due applica tion therefor, ahall have received pollolat of tltla insurance (or commitments for aueh policies) in form satisfactory to Its counsel, Messrs. Shearman 4 Sterling, Insuring, in amounts deemed adequate by Purchaser, fee simple Interests in the reel properties referred to in paragraph (h) of Section 3.1 hereof, any exceptions or defects specified in such policies or commitmenta (and any exception*, defects or violations relating to such properties or to the operations of the Seller, otherwise reported to such counsel) to be subject (if not of the nature specified m Section 2.14 hereof) to the approval of such counsel. 3.3 OPINION OP PURCHASER'S COUNSEL. Purchaeer shell have received an opinion,' dated * et the date hereof, of ite counsel. Meters. Shearman 4 Sterling! (a) Seller's Corporate Authority Relative to thla Agreement, to the *rfec~act fortn m paragraph (c) or section 3.1 hereof1 (b) Form of Instruments of Transfer. To the effect that tha form of the instruments of conveyance and transfer referred to m Section 1.3 (a) Is satisfactory to them. 5.<* APPROVAL OF LEGAL MATTERS BY SHEARMAN 4 STERLING. All legal matttrs in connection with this Agreement and the closing hereunder shall be approved by Messrs. Shearman 4 Sterling, and there ahall have been furnished to auoh oounael by the Seller 16 such corporate and other records and information as they may reasonably have requested for such purposes. 5.5 OBJECTION BY SELLER'S STOCKHOLDERS: LITIOATICN APF5CTINQ CLOSINO. At the date hereof there shall not have been objections by stockholders of the Seller holding In the aggregate more than 16,500 shares to the transfer of the Seller's assets as contemplated by this Agreement and no suit, action, or other proceeding shall be pending or threatened before any court or other governmental agency In which It is sought to restrain or prohibit or to obtain damages or other relief In connection with this Agreement or the consummation of the transactions contamplstsd hsreby. 5.6 MATERIAL ADVERSE CHANOE SINCE MAY 3, 1963. During ths period from May 3* 1963 to the date hereof there shall not have been any material adverse change In the properties, or any material adverse change In ths financial condition of the Seller (determined In conformity with accounting principles applied on a basis consistent with that employed In' the prepara tion of the Seller's financial statements at May 3, 1963); and at ths data hereof there shall be delivered to Purchaser a cer tificate, dated this data, signed by ths President of the Seller and stated to be the best knowledge of ths signor thereof, to ths foregoing effect and to ths further affect that ths aggregate amount of contingent liabilities of the Sellar (Including, without limitation, law suits, federal taxes, claims and guaran tees), is not believed by the signor of ths certificate, on the basis of both his own taowledge and the advice of legal counsel to Seller, to be materially Important in relation to ths busi ness and ssssts of the Seller taken as a whole. For the purposes of this Section and any certificates delivered pursuant hereto, 17 change* in results of operations due to ?o**r Levels cf busi ness activity during any period snail not constitute an adverse charge in financial condition, 5.7 EMPLOYMENT AGREEMENTS, The officers and em ployees of the Seller designated in Schedule M shall have exe cuted and delivered to Purchaser employment agreements with Purchaser in form satisfactory to Purohastr. 5.8 ESCROW AGREEMENT. As security for the perform ance by the Seller of its covenants, warranties, agreements and indemnifications contained in tnis Agreement, the Seller Shall havt executed an Eacrow Agreement with an Escrow Agent, satis factory to Purchaser, in substantially ths form sat forth in Exhibit A, annexed hereto and mads a part hereof, under which Eacrow Agreement $165,000 la to be deposited on the date hereof, 5-9 APPROVAL BY PURCHASER'S BOARD OP DIRECTORS. This Agreement shall have been approved by Purchaser's Board of Di rectors . 6. CONDITIONS PRECEDENT TO THE OBLIGATIONS OP THE SELLER HEREUNDER. All obligations of the Seller under this Agreement are subject to the fulfillment, se at ths date hereof, of each of the following conditionsi 6.1 MISREPRESENTATIONS. The Seller shall not have discovered any material' error, misstatement or omission in ths representations and warranties made by Purchaser in Section 3 hereof. 6.2 OPINION OP PURCHASER'S COUNSEL. Purchaser shall have delivered to the teller an opinion, dated as of ths date hereof, of Purchaser's counsel, Messrs. Shearman k Sterling, to the effect that: 18 (t) Organisation and Pood Standing of furchaeer. Purchaser it a corporation auiy organized ana existing and in good standing undar the laws of the State of Dalawara; (b) Purchaser's Authority Relative to thla Agree, ment. Tha execution, aenvery ana performance or this Agreement by Purchaser have bean duly authorized, this Agreement has bean duly exeeuted and delivered by Pur* chaser and constitutes the valid and binding obligation of Purchaser in accordance with Its terns, and tha entering Into of this Agreement and the oonsunsnatlon of the transactions contemplated thereby does not violate any of the provisions of Purchaser's Certificate of Incorporation or By-Laws, any of the provisions of any note of vhloh Purchaser is the maker or any of the pro* visions of any Indenture, agreement or other Instrument to which Purchaser Is a party) () Effectiveness of Undertaking re Assumption of Seller's Liabilities, any uhaeriaxing entered into as proviaea for m section 1.2(b) hereof has-been duly exe euted and delivered and is binding and effective in accordance with its tense. 6.3 APPROVAL BY SELLER'S STOCKKOLDSIS. The transfer of all of the properties and assets of the Seller to Purchaser, in accordance with the provisions of this Agreement, shall have been authorized and approved by the holders of not less than 66-2/3$ of the outstanding stock of the Seller entitled to vote thereon. 6.4 UNDERTAXING ST PURCHASER RE SELLER'S PR0P1T SHARING PENSION TRUST. Purchaser shall have undertaken to con tinue In effect the Seller's Profit Sharing Pension Trust Plan, as amended to the satisfaction of Purchaser, subject to obtaining consents from all participants in the Plan to the deletion of Section 3 of Article III from the Plan and to obtaining approval of'the Internal Revenue Service to such modification and Purchaser shall have agreed to use its best efforts to obtain sueh approval; or Purchaser shall have taken the necessary action to permit em ployees of the Seller who enter the employ of Purchaser and who qualify to participate in the Retirement Plan For Salaried Bnployees of Combustion Engineering, Inc. 19 7. INDEMNIFICATIONS, The Seller will indemnify end hold harmless Purchaser egtine t end in respect of; 7.1 Any end ell liabilities of the Seller of eny nature, whether accrued, ebsolute, contingent or otherwise, or clelme egeinet the Seller which mey be eeserted egelnst Pur chaser, which ere not eesumed by Purchaser pursuent to Section 1.2(b); 7.2 Any end ell demage or deficiency resulting from eny misrepresentation, breech of warrenty or non-fulfillment of any agreement on the part of the Seller under this Agreement end from eny misrepresentation in or occasioned by eny oertifloate or other Instrument furnished or to be furnished by the Seller under this Agreement; and 7.3 Any and all actions, suits, proceedings, demands, assessments, Judgments, costs end legal end other expenses inci dental to eny of the foregoing. 8. NATURE AND SURVIVAL OF REPRESENTATIONS AND WARRANTIES. The Seller end Purchaser agree that neither party has made eny representation, warranty or covenant not set forth herein end this Agreement constitutes the entire agreement between the parties, end the representations, warranties and Indemnifications of the Seller provided for herein shall not bs discharged or dissolved upon, but shell survive, for a period of three years, the taxing of delivery of the Seller's business and assets by Purchaser end shall be unaffected by eny Investigation made by Purcheeer. 9. BULK SALES LAWS. Purchaser hereby waives compli ance by the 5ller with the provisions of the Bulk Sales Lew of eny state. 20 10. The Culler egrees Xii~z for a period of five year* from the date hereof, it will not engage In the manufacture, ala or distribution of industrial insulations or refractory products. 11. BEST EFFORTS TO OBTAIN SATISFACTION OF CONDITIONS. Tht Sellar agrees to uss its btst efforts to obtain the satisfac tion of the conditions specified in Section 5 hereof, and Purchsaer agrees to use its best efforts to obtain tfie satisfaction of the oondltlona specified in Section 6 hereof. 12. WAIVER. Each party may, at its option, waive in writing any and all of the oondltlona herein contained, to which its obligations hereunder are subject. 13. AMENDMENTS. Purchaser and the Seller, by mutual content of their reapeetlve Boards of Directors, Cr officers authorised by such Boards, may amend or modify this Agreement, In such manner aa may be agreed upon, by a written Instrument executed by the Seller and Purohastr; provided, however, that no such amendment or modification shall ohange the amount of cash to be paid by Purchaser, end provided further that no such amend ment or modification ahall change this Agreement in any manner which would materially adversely affect the rights of the stock holders of the Seller. I*. SECTION AND PARAGRAPH HEADINGS. The section and paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way tne meaning or Inter pretation of this Agreement. 15* NOTICES, ETC. All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been duly given if delivered or mailed first-class postage prepaid: (a) To the Seller. If to the Seller, to Carpenter, Bennett it Morrissey, 7<w Broad Street, Newer* 2, New Jersey. (b) To Purchaser. If to purchaser, to James 2. Kelly, Secretary, combustion Engineering, Inc., 200 Msdison Avenue, New York 16, New York. 21 STATE OF NSW JERSEY j COUNTY OF ) On the 5th day of June, 1963, before me personally came . to me known, who, being by me duly sworn. BATING CORPORATION, one of the corporations deacrlbed in and which executed the foregoing lnatrument; that he taows the eeal of aald corporation} that the aeal affixed to aald lnatrument la such corporate eeal} that It was so affixed by order of the Board of directors of said corporation, and that he algned his name thereto by like order. STATS OF NSW JBISSY ) c 1 ae. COUNTY OP ) On the 5th day of June, 19&3* before me pereonelly came T" A > to me known, who, being by me duly aworn, dapoaea and says* That he refidea in A,i~ yf* K, V */ ; that he la President of REFRACTORY k INSULATION CORPORATION, one of the corporations deacrlbed in end which executed the foregoing lnatrument) that he knowa the aeal of aald corporation; that the aeal affixed to aald instrument la such corporate aeal; that it waa to affixed by order of the Boerd of Directors of said oorporatlon, and that he algned hie name thereto by like order. 16. COUNTERPARTS. This Agreement may be executed simultaneously in two or more counterparts, each of whlcn shill bt deemed an original, but all of which together shall constitute one and the same instrument. 17. PARTIES IN INTEREST. This Agreement shall Inure to the benefit of and be binding upon the parties named herein as the Seller and purchaser and their respective successors and assigns, provided that any assignment of this Agreement or the rights hereunder by either party hereto without the written consent of the other party shall be void; nothing in this Agreement, express or Implied, Is Intended to oonfer upon any other pereon any rights or remedies under or by reason of this Agreement. IN WITNESS WHEREOF, the undersigned parties hereto hava duly executed this Agreement on the date first above written. TkH LIQUIDATING CORPORATION ATTEST; By ',V )l L'C\*A _________ " president secretary ATTEST: - v V -) V secretary REFRACTOR* k INSULATION CORPORATION b President 22 STATE OF Nrw JERSEY / COUNTY OF li. t- ) On tha 5th day of Juna, 1963. bafora n paraonally eta* Ji.'K.dL^L , to ma known, who, baing by ma duly sworn, daposss and sayai That h raaidas In &tQ.& d+^dSf-, (?*&Str~rvf (l<yf. I that ht la Praaidant of TkH UQUI- BATINO CORPORATION, ona of tha eorporatlona dascrlbad In and which executed tha foregoing Instrument; that ha know* tha aaal of said corporation; that tha aaal afflxad to said lnatruaant la auch corporatt aaal; that It waa ao afflxad by ordar of tha Board of Directors of aald corporation, and that ha signed hit name thtrato by Ilka ordar, SZ STATE OF NEW JERSEY ) COUNTY OF ) Mciry *kN:{ tt *>' **. Mr Cammii u t: On tha 5th day of Juna, 1963* bafora me paraonally came "T f\ , to me known, who, being by ma duly sworn, dapoaaa and tayai That ha raaldaa m 4<-- V /. ; that ha la Praaldtnt of REFRACTORY it INSULATION CORPORATION, one of tha corporations daacrlbad In and which axacutad tha foregoing instrument; that ha knowa tha aaal of aid corporation; that tha aaal afflxad to said lnatrunant la such eorporata aaalj that It was ao afflxad by ordar of tha Board of Director* of aald corporation, and that ha aignad hit naaa thereto by Ilka order. i. In, September 25th j 1950 Toi- Brown Pacific wgjcoru Part kr* w* Piper. Conetraction Superintendent Pit! Power riant* Frcci- field Office Cosbustlon Engineering - Superheater. Ino. P*0 116590 hequlsion BPU-fcFS-25,0031 Contract 25043-TSE cir. Please be advised that the following list of o&terl&ls are those that are left over after the lotting of both wilts la coap #1 Firebrick *2 * B:ticr 11 irch Firebrick *z - Insulating Brick Bed brick . rl Split flrcfrrlcfc 296 1?4lj 18 Drua Protection Tile Tile 1256 1259 10 pcs* 19 2< 1 : 2H9 1490 2607 l i: Fire Clef 104 - 100 lb* b ga High Teen* Ceaent 9 712 lb* druoc Ecudit "b* 1 eOO lb. dnsa ilydrocou *115 450 lb* in bags Btic-iite LCi.xu.C*B* "Special Paklnsul---------- 712 5 14 - 50 lb bags 50 lb. bogs 40 lb bags IV h&fig 2065 1260 ll&L 1 1 4 ... 4 " " Insulation Blocks* 36x6x3-4- 119 pcs, 13 113 " Tile B741-293 * 294 B70 B709-903 B709-072 B722-640 B722-641 B746-'0X *747-1,8 /fit, A* *s/7/*/**S "frceA/S/* <54 jtt***"**^** The above materials are now in storage lu ouonset Warehouse #3* U Buck Connell Combustion Engineering - iuperho&t*rt' / < ,// ^ Brown Pacific Maxonr ,,/v Camp il, Station #1 Super s Quarters. Guam,'Guam, Marianas Islands. Mr./James McDonnell# SA Department. U.S. Naval Base. Guam. M. I# Contract 25048-YSET. Dear Sir. 2 DEPOSITION j EXHIBIT ^ I ;Ua< n4^' 1 v'/fr/g? - Enclosed please find a list of materials left over from the settings of both boilers. From this list you v/ill observe that away too much fire clay and high temperature cements were ordered, out of a total of 275 100 lb. sacks of fire clay. I have 104 left -and 9 drums from a total of 26 of Hi-Temp. $3000, the same is true with other materials. I was left short of Moldit "A" by about 3000 pounds, I thir the error was caused in the writing of the Setting Specifications because no mention of material ibr the superheater seals is mentione in the specifications, however, on page 7 of 8 of the setting Specs the following is included "The following materials shall be furnish by C.E. - S. Inc, and shall be installed by others fot two (2) com plete settings" Item 7- All castable or troweled refractory w 17* *26 gage superheater seal plates The mere mention of Item *7 leads me to believe that we were supposed to supply the Moldit for the superheater seals, as shown on Dwg. B-75*-215, Standard Arrangement Superheater Seal and as shown on the setting reference drawings on page 2 of 8 of the setting specifications, I had enough Moldit "A" left over from the baffles of both boilers to install the Moldit seal ou *1 unit which is all completed, ready for firing. The customer has ordered 3000 pounds of Moldit "A" which will be delivered towards the middle of next month. I was also short of Moldit "A" for around the burner nose tile and between the relieving arches for same on #2 unit. The work remaining to be completed consists of pouring the Moldit "A" plus installing the burner nose tile together with some soot blower piping all on 1-2 unit. This leads me to believe that I can leave here towards the beginning of November for your office. The customer plans on placing the units tinder their trial run on February 15th, 1951* To meet this date, the units will have to be boiler out, an apexorizer applied to the drums, the internals installed, fans and air preheaters checked etc before the date of initial operation. The date of Feb. 15th leads me to believe that the boiling out of the units should begin towards the first of 195c Mr, James McDonnelx, 2, September 28, 1950 Nov, before I complete this letter, I would appreciate an answer to my letter of August 17th, regarding some one coming out here to place the units In service. As far as I can Judge, this isnt a very hard job to do, Mr, "Bill" Maddox of Architect Engineers office will be on hand plus some one from Hagen Corporation to install and set the controls. As ypu know, X have been starting up and placing boilers in service since 194J. counting back, a total of slightly over 6o and all without the aid or a control man, Z am mentioning these facts In case you may want me to complete the boiling out, the Installation of the drum Internals, etc before I leave here. Also, on August 28th, I requested Information on the proper positioning of the I,D, fan cut off braces, so far X haV'nt received an answer. About 3Pf* of the plant piping has been completed, all major equipment Is set and 1 feel sure that the customer will meet the date . of Feb, 15th 1951 for running their acceptance tests. Due to the climate here, No, 1 unit Is laid up wet and No, 2 unit has a .fan and, heater Installed in the lower drum so as to keep axldlatloh~to a: minimum all tube ends and drum steel has been wiped clean of oils and greases so that there should be a minimum of boiling out time required, I believe this covers my work or duties here to date. Thanking you. /i//- 1, Buck Connell, eil9 9 ,{ .4&)u/y, IU Brown Pacific Haxon Camp jpi Station ^1 I S)ir,f>T*i nt.cinHenf l n+n 12 July I95O Hr, James LcDonnell Sd Department U, S. Naval Base, Guam, LL.I* Piti Steam Power Plant Contract No. 25G4S-Y Dear Sir* Order #497179 to Walsh Refractories Company cover among other things 75^ hollow building tiles, 12,,xl2,,x6M. This was more than sufficient to complete both furnace floors, however, due to handling and hauling, several cases were delivered to Fiti Steam Power Plant broken, leaving me short by a total of 63 tiles. In order to keep the brick work on the 2nd unit going, I layed out the hollow tile as per the sketch on the-back of this letter and filled in between the tile.with sand and broken firebrick, plus a layer, of ceraent on the top. If you should decide that this is not satisfactory, please advise and I will have the Customer order out from the States replacement tiles for those broken in transit. Thanking you for an early reply. Yours very truly, : LUG1ja cct file \ 11 1 (f) AH negotiations relative to this Agreement and the transactions contemplated hereby have been carried on by Seller directly with Purchaser, without the intervention of any person as the result of any act of Seller, in such manner as not to give rise to any valid claim against either of the parties hereto for a brokerage consnisaion, finders* fee or other like payment. Seller hereby indemnifies the Purchaser against any claim for 3uch comnlasion, fee or payment. (g) ffo representation or warranty by Seller, nor any statement or certificate furnished or to be furnished to Purchaser pursuant hereto, or In connection with the transactions contemplated hereoy, contains or will contain any untrue statement of a material fact, or omits or will omit to state a material fact necessary to make the statements contained therein not misleading. This paragraph shall not apply to title letters or title insurance issued by Chicago Title and Trust Company or any of Its divisions. (h) Seller has no knowledge of any fact or circumstances and has taken no action which adversely affects the condition, financial or otherwise, or reputation or good will of the Insulation Division of Seller. Seller will indemnify and hold harmless Purchaser against and in respec t of: (a) Any and all claims and liabilities which may be asserted against Purchaser, whether accrued, absolute, contingent or otherwise, on account of the operation by Seller of the property and assets sold hereunder, -o- I other than obligations expreasly assumed by Purchaser pursuant to Section 3; (b) Any and all damage or deficiency resulting from any misrepresentation, breach of warranty or non-fulf111ment of any agreement on the part of the Seller under this Agreement and from any misrepresentation In or occasioned by any certificate or other instrument furnished or to be furnished by the Seller under this Agreement; and (c) Any and all claims asserted against Purchaser because of any violation or alleged violation of the Illinois Sulk Sales Law. 8. Seller agrees to deliver to Purchaser as soon as possible a survey of a licensed surveyor showing Che real estate to be purchased together with all improvements thereon, wnich survey shall, with the exception hereafter noted, snow r.o encroachments and that all Improvements are located within the property lines and any appllcaole oulldlng lines. Seller has disclosed to Purchaser that the southerly corner portion of the so-called Test House encroaches on Illinois Avenue and this sale is made subject to 3aid encroachment. 9. Seller and Purchaser agree that neither party has made any representation, warranty or covenant not sec fortn nereln, and tr.e represo. .cions, warranties and indemnifications of Seller provided for herein snail not be discharged or dissolved upon, but shall survive the taking of delivery of Seiler's Insulation Division business and assets by Purchaser and shall be unaffected by any Investigation made ay Purchaser. -7- / .10 Each party may, at lta option, waive in writing any and all of the conditions herein contained, to which lta obligations hereunder are subject. 11. The parties hereto agree that the sale of the property described In Section 1 of tni3 Agreement snail be through an escrow with Chicago Title and Trust Company in accordance with the provisions of the form of Deed and Money Escrow Agreement attached hereto. 12. The parties hereto agree that real estate taxes and all other proratable Items shall be prorated as of the closing date. The proracion credit allowed to the Purchaser for general real estate taxes for the year 19^3 and 19^^ to the closing dace shall be adjusted upon receipt of the actual real estate tax bill for the year 19o3. The real estate taxes 3hall be prorated on the basis of the amount of the 19o2 taxes. 13. The sale contemplated by this Agreement shall be closed at 10 A.M. on April 3, 19o4, which date snail be known for the purpose of this Agreement as the "Closing date". 14. All notices, requests, demands and ocher communications hereunder snail be in writing and shall be deemed to have been duly given if delivered or mailed first-class postage prepaid: (a) ?o Tne Seller: If to the Seller, to Frank Pollen, President, H. H. Detrick Company, 111 W. Washington street, Chicago 2, Illinois. o) To Purchaser: If to Purchaser, to James 0. Kelly lecretary. Refractory U Insulation Corporation, 200 Madison Avenue, Mew York l6, Mew 'fork. -8- r 15. This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, but all of wnlch together shall constitute one and the same Instrument. lo. This Agreement shall inure to the benefit of and be binding upon cr.e parties named herein as the Seller and Purchaser and their respective successors and assigns, provided that any assignment of this, Agreemen c or the rights hereunder by either party hereto without the written consent of the other party shall be void; nothing in this Agreement, express or implied, is intended to confer upon any other person any rights or remedies under or by reason of this Agreement. Ill WITNESS WHSIEOP, the undersigned parties hereto have duly executed this Agreement m the State of Illinois on the date first above written. ATTEST: M. H. DETRICK COMPANY -ecretary ATTEST: v i. -*.4-.wv\ \ secretary' President REFRACTORY i INSULATION CORPORATION / ' - *. '. 3y___________ u ' u j c.i f\ -9- Acquisition of Assets and Business of REFRACTORY & INSULATION CORPORATION 6/4/63 CLOSING MEMORANDUM Action Prior to the Closing On May 15, 1963, the Board of Directors of Refractory & Insulation Corporation, a New Jersey cor poration ("R & I"): (a) authorized the sale, upon the terms and conditions of an agreement ("Agreement") to be entered Into between R & I and Combustion Engineering, Inc. ("Combustion"), or a subsidiary designated by Combustion, of substantially all the assets of R & I to Combustion, or a subsidiary designated by Combustion, for a net purchase price of approximately $1,650,000; (b) authorized the president and Secretary to execute and deliver the Agreement on behalf of R & I; (c) approved and adopted a Plan of Complete Liquidation and Dissolution; (d) authorized, effective on the date of the execution of the Agreement, the change of R & I's name to "F&H Liquidating Corporation"; and (e) called for a special meeting of the R & I stockholders to be held on May 29, 1963, at 10:30 o'clock in the forenoon at 744 Broad Street, Newark 2, New Jersey, for the purpose of approving, the sale as provided in the Agreement, the Plan of Complete Liquidation and Dissolu tion and the change of R & I's name. On May 17, 1963, R & I mailed to the holders of its common stock a notice of a special meeting of such stockholders t DEPOSITION i EXHIBIT II PuJLuiaL' 3 I f- i 2 to be held May,29, 1963, together with a form of proxy and letter to stockholders relating to the proposed transaction. On May 26, 1963, the Board of Directors of APRA Precipitator Corporation, a wholly owned subsidiary of Combustion organized under the laws of the State of Delaware ("R & I Delaware") (a) authorized the purchase of substantially all the assets of R & I for approximately $1,897,120 in cash and the assumption of certain liabilities and obligations of R & I; (b) authorized the Chairman or the President to execute and deliver the Agreement; and (c) authorized the change of the corporation's name to "Refractory & Insulation Corporation". On May 29, 1963, at a special meeting of the holders of the common stock of R & I, the holders of more than two-thirds of the outstanding shares of common stock, among other things, authorized the sale of substantially all the corporation's assets to Combustion, or a subsidiary designated by Combustion, for a net purchase price of approximately $1,650,000 and authorized the change of the corporation's name to "F&H Liquidating Corpora tion" . On June 5, 1963, R 8s I filed an amendment to its Certificate of Incorporation in the State of New Jersey changing its name to "F&H Liquidating Corporation" and filed an applica tion for a similar change of name In the State of Pennsylvania. On the same date, R & I Delaware filed an amendment to its Certificate of Incorporation in Delaware changing its name to 3 "Refractory & Insulation Corporation" and applied for qualification to do business in the State of Pennsylvania, The Closing The Closing took place at the office of Messrs. Carpenter, Bennett & Morrissey, 7^4 Broad Street, Newark 2, New Jersey on June 5, 1963. All action at the Closing was deemed to be taken simultaneously and all deliveries were made in escrow until the Closing had been completed. The following were present at the Closing: R & I; By H. N. Clark, President H. C. Ruben, Treasurer Prank T. Christenson, Secretary R & I Delaware: By William H. Draper, Jr. Thomas A. Ennis, President James B. Kelly, Secretary Bernard J. Garry, Esq. Carpenter, Bennett & Morrissey and Henry W. Clement, Counsel for R & I: By Henry W. Clement, Esq. Thomas h. Morrissey, Esq. Seth M. Dabney, Esq. Shearmatrr-& Sterling, Counsel for R & I Delaware: By Douglas B. Steimle, Esq. John C. Craig, Esq. John T. Hannigan, Esq. Home Title Guaranty Company: By Mr. Goldschlager 4 1. R & I and R & I Delaware executed and delivered the Agreement. 2. R & I delivered the following to R & I Delaware: 2.1 Deed relating to real estate owned by R & I, to gether with a check for $147.40 for United States Revenue Stan: a check covering payment of municipal transfer taxes in the amount of 1# of the assessed value of the property ($139*700) and an affidavit executed by the proper officer of R & I with regard to liens against the property covered by said deed. 2.2 Assignments of each of the leases of real property located in Chicago, Pittsburgh and New York. 2.3 Assignments of R & I patents, patent applications, trademarks and trademark applications, trade names and patent licenses, etc. 2.4 General Bill of Sale. 2.5 Certificate of good standing of R & I in New Jersey (listing all R & I charter documents on file). New York, Pennsylvania, Ohio and Illinois, together with evidence as of a recent date of R & I payment of franchise taxes in the States of New Jersey and Pennsylvania. 2.6 Telegrams confirming as of the close of busi ness, _June 4, 1963, the good standing of R & I in New Jersey and Pennsylvania. 2. ? Certificate of the Treasurer of R & I with respect to incumbency and genuine signatures of officers of R & I acting for it in connection with the Closing. 2.8 Copy of the By-laws of R & I certified by R & I's Secretary as of the date of the Closing. 2.9 Copy of the Certificate of Incorporation of R & I and all amendments thereto (except the Certificate of Amendment changing R & I's name to F&H Liquidating Corporation) effective prior to June 5, 1963* certified by the Secretary of State of New Jersey under date of May 14, 1963. 2.10 Resolutions adopted at May 15, 1963 meeting of Board of Directors of R & I, certified by Secretary of R & I. 2.11 Resolutions adopted at May 29, 1963 special meeting of stockholders of R 4 I, certified by Secretary of R & 1. 2.12 Certificate of the President of R & I as described in Section 5.6 of the Agreement. 2.13- Receipted real estate tax bills for the years i960, 1961 and 1962. 3. R & I Delaware delivered the following to R & I 3.1 Check covering payment of Pennsylvania State Transfer Tax due with respect to the Deed referred to in 6 2.1 in an amount equal to 1% of the assessed value of the property ($139,700) and an affidavit with respect to the payment of Transfer Taxes. 3.2 Certified checks payable to R & I in the aggregate amount of $1,890,209.66 pursuant to Section 1.2(a) of the Agreement. 3.3 Instrument, dated June 5, 1963, whereby R & I Delaware, pursuant to Section 1.2 (b) of the Agreement, assumes the liabilities and obligations of R & I specified in such Instrument. 3.4 Certificate of Assistant Secretary of R & I Delaware with respect to incumbency and genuine signatures of officers of R & I Delaware acting for it in connection with the Closing. 3.5 Resolutions adopted by the Board of Directors of R & I Delaware on May 28, 1963, certified by the Secretary of R & I Delaware. 4. R & I and R & I Delaware executed an Escrow Agreement (previously executed by Montgomery County Bank and Trust Company, as Escrow Agent) dated the Closing date, under which R I deposited $165,000 as security for R & I's perfor mance of the conditions contained in the Agreement. 7 5. Carpenter, Bennett & Morrissey delivered to R & I Delaware their opinion as described in Section 5.1 of the Agreement. 6. Shearman & Sterling delivered to R & I Delaware their opinion as described in Section 5.3 of the Agreement and to R & I their opinion as described in Section 6.2 of the Agreement. 7. The Home Title Guaranty Company delivered to R & I Delaware commitments for policies of title insurance in accordance with Section 5.2 of the Agreement. LIST OF PATENTS, TRADE MARKS, ETC. Pages C--i* to The following documents were delivered to Combustion Engineering, Inc.: PATENTS Heller 2,4cC,347, Fed. 1, 194-9, The Protection of Furnaces from Slag Philadelphia Electric Company has a shop-right under this patent. Christens on 2,54-8,4-21, Apr. 10, 1951* Attachments for Ceramic Combustion Chambers (No assignment is Christenson) C lark 2,1-07,135, Sep. 3, 194-6, found; title appears Furnace Lining to be in Transferred to Babcock & Wilcox under the agreement dated January 1, 1953* A return license was granted to R. & I. A share of royalties may be due to R. L I. Clark Des. 183,597, DESIGN PATENTS Refractory Block, running September 30, 1953 for 14- years from A corresponding Canadian Design registration dated Sep. 28, 1959, and registered as No. 163 in Folio 22729. PATENT APPLICATIONS Clark Ser. Ho. 278,023, filed Mar. 22, 1952, Conduit Cover etc. Copy of application and assignment. Status unknown. Clark Ser. No. 636,759, filed Jan. 28, 1957, Well Construction Copy of assignment only TRADE MARKS TM 33,909 dated Sep. 15, 193, NUTIPE as applied to Combustion Chambers for Oil Heating Boilers This has expired, unless renewed ( ). TM DEPOSITION EXHIBIT (X^n 53,57b dated Dec. 15, 1953 for R & I within a circ applied to Casts and Castable Refractories, and Patching Mortars, Insulation etc. y/ofa .- (/* ss mg C 2- - Schedule C Pages C-l tp 03 EXPIRED PATENTS Clark 1,920,35$, Aug. 1, 1933, Concrete Insulating Christenson 2,202,293, May 5, 1942, Heat Insulating Linings Clark 1,051>033, March 29, 1932, Insulating Cement Christenson 2,070,753, Apr. 27, 1937, Refractory Heat Insulation MacDonald 2,012,071, Aug. 20, 1935, Combustion Chambers Christenson 2,370,008, Feb. 20, 1945, Prefabricated Ceramic Combustion Chambers Christenson 2,392,121, Jan. 1, 1946, Prefabricated Ceramic Combustion Chambers ABANDONED APPLICATIONS Clark 630,024, filed Dec. 19, 1956, Castable Refractory Compositions Assignment only Christenson 779,366, filed Feb. 11, 1947, Furnace Door Clark 507,302, filed Jan. 7, 1931, Refractory Concrete Assignment only ASSIGNMENTS WITHOUT APPLICATIONS OR PATENTS Clark assignment dated October, 1939, for an unidentified application covering Fireproof Combustion. File also includes an agreement dated December 19, 1939, between Clark, Christopher Branda and R. L I. providing for a 5^ royalty if a patent were granted. No patent was found. C- -3- Schedule C Pages C-l to c-3 Allardice and Philip Sporn for an unidentified application cove Insulating Block. File also includes an agreement dated December O, 1939, between these parties and R. 3c I, providing for a 5^ royalty if a patent is granted. No patent is found. Clark, Branda, Ser. No. 415,024, of October 20, 1941 Christenson assignment dated January 2, 19^, covering Prefabricated Ceramic Combustion Chamber Christenson assignment dated July 22, 19^6, of patent 2,370,005 dated Feb. 20, 1945 ROYALTY ASSIGNMENT Agreement dated Dec. 28, 193$, whereby Clark and Christenson assigned to their wives royalties under patents issued ;o them numbered: 1,651,033 1,959,653 2,076,753 1,920,358 2,012,171 all EXPIRED. JOHN MANSVILLE FILE A folder containing a letter dated Jan. 6, 1938, wherein ::.e patent attorney for John Mansville charged an infringement of five patents anda letter by Mr. Clark dated Jan. 1c, _ , advising the matter will be referred to R. & I, patent attorney It is hereby certified that the above listed Unite! 3cat patents, patent applications and design patents constitute tr.e only documents evidencing proprietary rights presently tv.eu in whole or in part by the Seller. REFRACTORY k INSULATION CORPORA!: BOARD OF DIRECTORS MEETING NATIONAL INSULATION VANuTaCTU?S?S ASSOCIATION Chicago, HI. .. April 14, 1964 The meeting was called to order at 2.: 15 P. M. by Chairman M. Virt Eurlescc with the following in attendance: DIRECTOR. M. V/. P. D. Ike Ke V. L. T \ ?r 9 , Mulle r \V. C. D. V. M. V. J. OT ^ ;ent J. K. Boynton L. T. V. p^ G. D. J. M, APPROVAL or MINUTES Johns-Vanville Sales Carp. Pittsburgh Plate Glass Company Forty-Eight Insulations, Lie. Buckley]Pittsburgn Corning Corp. Gustin-Baccn Mfg. Companv The Ruberoid Company Fioreboard Paper Products Corp. Baldv.dn-.Ehr et-Hill, Inc. / l^Owens-Corning Tiberglas Corp. Owens-Corning ~:be rglas Corp. Baldwin-Ehret-Hiil, Inc. Custin-Bacon !Mfg. Company Cadwaldcr Wickcrshom h Toft NIVA A motion w.is made, seconded and passed That.the Minutes of the Board of Directors . Meeting of October S, 1963, ns bulletined by the Association be approved. It was agreed that the following were reasonable and practical projects for the Committee to undertake: 1. Define existing statistical reporting product categories and products reported. Z. V/ork with the Bureau of Census, Department of Commerce, etc., * Aff 1 a) *) AIMS AND OBJECTIVES OF MARATING HX3HI-*-RCH COMMITTEE (car.Hr,. j 3. Attempt to ascertain the mir'c! por-nuc! s of corr.petLive materials (foamed plastics, czz. ) (with respect to the investigation of the b raadr.r-J r.~ of the Association member ship to cr.tcmctss foamed plastic types ei insulation, it was suggested that the Committee be informed of this fact and contact the special committee investigating this subject',. -i 4. Follow up Mr. B. 1. Bv.rtlt'cy's letter pertaining to number of hours worked by uiaion Iconic in 1962. STATISTICAL FLEFORTTVC It was reported that several ccrr.rr.ics were unable to report statistics on a state basis at this time aod that Price V/ iterhouse L Co me any had been advised to continue statistics on the old basis for the present time (monthly and regional reports). It was decided that 19 63 statistics should not be compiled on a state basis inasmuch as this information is net readily avail?.ble from the members. Further) it'was decided that it ves not prac .cal to establish separate reporting categories for "r.rcd b.'an!;'." and "coated blanket", and that the single ''faced and coated blanket"'' catego y be retained for statistical reoortia^ ourooses. The cstablisiiment of a separate category' for reporting ''Prefabricated Duct Systems'' was discussed. The fclass manufacturers will be lcrt&r balloted on this subject prior tc July 1, 1-969. N7MA CERTIFICATION 'PRGGRA M* 1 This subject was discussed in detail and it was decided that such a program would not be undertaken. OTHER BUSINESS 1. Mr. Barnhart was ashed to contact NFPA relative to membership on the Air Conditioning Committee. 2. The Duct Systems Committee is ashed to present a survey of code changes that have been made that increase the use of prefabricated duct systems. "1 2. I: was reported that the NIMA le2.se empires on. Aord 2\, 1S6A. It was agreed that the lease should be renewed for 3 years, oroviding any increase in rent the: may be asked by the landlord will r.ct exceed 10 percent. Mr. j. M_ Barnhart will discuss the r.ev/ lease with Mr. M, V/. Burleson before signing, n 4. It was agreed that the NIMA Annual Meeting would be held at the Seaview Country Club, Abscccn, N. J. , on October 5 and 6, 1964. 5. It was reported that Johns-M.ar.vule Sales Corp., was orinting on cottons, crates, etc. , containing asbestos products -(calcium silicate, magnesia, asbestos cements) a note pertaining to the dust created be these materials. The wording will be as follows; '* Caution: This product certains asbestos fiber. Inhalation of asbestos in excessive quantities over long periods of time mar be harrruul. If dust is created 'whe the dust. product is handled, avoid breathing If adequate ventilation control is rot possible wear respirators approved by the U. S. Bureau of Mines for pr.cumoc or ios i s producing dust. " ADJOURNMENT There being no further business The meeting was djou rn cd. r) MINUTES of BOARD OF DIRECTORS MEETING of the NATIONAL INSULATION MANUFACTURERS ASSOCIATION Biltmore Hotel New York, N. Y, January 13, I960 The meeting was called to order at 2:00 P, M, by Chairman E. H. Luchs with the following in attendance: DIRECTORS E. PI. Luchs Normin Barr (Proxy for R. R, Porter) R. . Buckley F. T, Christensen (Proxy for Frank Christenson) J. Christner T. S. Clousing J. V/, Cordrey (Proxy for J. C. Voiles) A. M. Ehret, Jr.' PL B. Hutten J. B. Jobe E. T. Johnson P. D. Kaley Ike Keith F. V/. Muller PI. T. Williams Mundet Cork Corp. Keasbey 2* Mattison Company Pittsburgh Coming Corp. Refractory li Insulation Corp, The* Eagle-Picher Company M, H. Detrick Company Fibreboard Paper Products Co, Baldv/in-Ehret-Hill, Inc. The Ruberoid Company Johns-Manville Sales Corp. Union Asbestos Rubber Co. Pittsburgh Plate Glass Co. Forty-Eight Insulations, Inc. Gustin-Bacon Mfg. Company Owens-Corning Fiberglas Corp. OT'flERS PRESENT D. L* Hinmoa L. A. Hoff hL I, Ruddock, Legal Counsel J. M, Barnhart Johns-Manville Sales Corp. Johns-Manville Sales Corp. Cadwaladcr, Wickersham Taft National Insulation Mfrs. Assn. APPROVAL OF MINUTES A motion was made, seconded and passed That the Minutes of the Board of Directors Meeting of September 9, 1959, as bulletined by the Associ ation office be approved. r*> - 2- TREASURER1 S REPORT The Association's Balance Sheet and Statement of Income and Expenditures as of December 31, 1959, were outlined by Mr; F, T, Christenson. The Treasurer's Report is attached to these Minutes and made part thereof,. - $ , . .It was reported that the income for I960 will be in the neighborhood of 82 000 00 ELECTION OF BOARD MEMBER Due to commitments within his company, Mr, R. A. McLaughlin resigned as a member of the Board of Directors and Vice President, and has asked that Mr. P, D, Kaley replace him on the Board of Directors. A motion was made by Mr, F* V/. Muller, seconded by Mr. T* S. Clousing and unanimously passed That Mr. P. D. Kaley be elected as his company's designated representative on the Board of Directors. ELECTION OF VICE PRESIDENT L. MEMBER OF EXECUTIVE COMMITTEE Mr. J. B. Jobe reported that the Nominating Committee proposed the following names to serve as Vice President and Member of the Executive Committee to fill the vacancies in accordance with the NIMA By-Laws; Vice President - H. T, Williams Executive Committee Member - Ike Keith There being no further nominations, a motion was made by Mr. A. M. Ehret, Jr seconded by Mr. G. J. Christner and unanimously passed That the Vice President and Member of the Executive Committee as proposed by the Nominating Committee be elected, SPECIAL COMMITTEE REPORT ON ESTABLISHMENT OF~A SAFETY PROGRAM ' Mr, J. B, Jobe reported that safety was a subject that was considered in conjunction with a Manufacturing Committee, and that basically a manufacturing program could be broken down into tho following parts: SPECIAL COMMITTEE REPORT ON ESTABLISHMENT OF A 5 ' FETY PROGRAM (cont`d.) (a) Manufacturing Methods. It was the consensus of the group that the diversification of manufacturing methods within NIMA was great and that the feasibility of such a program would be impractical, therefore the subject should be tabled, (b) Safety. It was the consensus of the group that the reporting of statistics relating to accident prevention was adequately covered by the program that many of NIMA members parti cipate in with the National Mineral Wool Association, and therefore the subject should be tabled. (c) Health. The feeling of the group on this aspect was that the industry could benefit from such a program. This subject will be studied further and a recommendation will be made at the next NIMA Board Meeting. STATISTICAL REPORTING It was reported that two letters had been received from members suggesting ' \t benefit would be derived by reporting statistics on a geographical basis i*. addition to the statistics already received. Discussion on the subject revealed that reporting on a state basis would be costly and impractical. However, reporting on a regional basis would appear to be feasible and will be investigated further. In this respect, Mr. Barnhart v/as asked to determine the individual company members regional sales bound aries in an attempt to see if there were five or six areas of the country that would be fairly common to the membership. Thi3 will be done by mailing maps to the members upon which they are to indicate the sales regions for which they would have figures available in the normal course of business. The estimated cost of handling such an enlarged statistical reporting service will be secured from Price Waterhouse L Company NIMA members were asked to look into their company costs in participating in such a program. This subject will be discussed further at the NIMA Spring Meeting. REVISION TO NIMA CONSTITUTION Mr. H. T. Williams reported that the Committee had met and discussed the .tpansion of the membership categories in the NIMA Constitution to include the foamed plastic manufacturers. Because of the fact that foamed plastic v/as a different product than those presently included in the Association with different problems, it was recommended that no change be made in the Con stitution at this time. Following discussion it was the consensus that the National Insulation Manufacturers Association 4A1 LEXINGTON AVENUE NEW YORK 17. N.Y. MINUTES of BOARD OF DIRECTORS MEETING of the NATIONAL INSULATION MANUFACTURERS ASSCCLA.TION Fonts Vedra Beach, Fla. May 6, I960 The meeting wa3 called to order at 8:30 A. M. by Chairman E, H. Luchs with the following in attendance: DIRECTORS E. H. Luchs N. L. Barr (Proxy for R. R. Porter) R. E. Buckley Frank Christenson A* M. Ehret, Jr, 4 J. B. Jobe P. D. Kaley Ike Keith F. W, Muller E. T. Flummer (Proxy for E. T. Johnson) H. T. Williams Mundet Cork Corp, Keasbey tc Mattison Company Pittsburgh Corning Corp. Refractory h. Insulation Corp. Baldwin-Ehret-Hill, Inc, Johns-Manville Sales Corp. Pittsburgh Flate Glass Co. Forty-Eight Insulations Inc. Gustin-Bacon Mfg. Company Union Asbestos It Rubber Co. Owens-Corning Fiberglas Corp. OTHERS PRESENT F. T. Christenson, Treasurer D. L. Hinmon M, I. Ruddock, Legal Counsel J. M. Barnhart Refractory Insulation Corp. Johns-Manville Sales Corp. Cadwalader, Wickersham U Taft National Insulation Mfr3. Assn, APPROVAL OF MINUTES A motion was made, seconded and passed That the Minutes of the Board of Directors Meeting of January 13, I960, as bulletined by the Association office be approved. TREASURER'S REPORT z The Association's Balance Sheet and Statement of Income and Expendi tures as of April 15, I960, were outlined. The Treasurer's Report is attached to these Minutes and made part thereof. It was asked that in the future a Comparison of Budget to Actual Expen ditures be part of the Treasurer's Report. STATISTICAL REPORTING ON A GEOGRAPHIC BASIS Discussion on this subject revealed that the membership was desirous of receiving statistical reports on a geographic basis based on six regions, quarterly, including accumulated totals. The estimated cost of this work to NI24A9 as received from Price Waterhouse Sc Company, will be approximately $1, 200. per year. Mr. Barnhart is to contact Price Waterhouse & Company and ask them to start their report as soon as the six months figures are available from the member companies, A map was exhibited showing the regions that v/ere to be reported in. Several comments were made to the effect th?.t the boundaries to the regions should be defined on a slightly different basis. Mr. Barnhart was asked to talk to Mr. F. V/. Muller and redefine the areas. A map showing the regional areas that are to be reported in will be circulated to the Board of Directors. SAFETY PROGRAM It v/ac the consensus that the establishment of a NIMA Safety Program with respect to health should be dropped. APPOINTMENT OF A NOMINATING COMMITTEE A Nominating Committee was appointed by President Luchs for the purpose of preparing a slate of candidates for Directors and Officers for nomination for these positions at the Annual Meeting. The Commit tee will consist of A. M. Ehrut, Jr. , Chairman, Mr. Frank Christenson and Mr. F. V/. Muller. PUBLICITY PROCRAM 3 discussion on a program to adopt for distribution of the brochure pre pared by Sumner Rider it Associates led to a motion being made by Mr. N. L. Barr, seconded by Mr. J. B. Jobe and passed That in order to place the project on a self-liquidating basis a cost of $0. 35 per copy shall be charged to the individual companies ordering the brochure, $0. 10 of which shall be placed in the NIMA treasury to defray the expense of mailing the brochure to inquiries that are received by the Association headquarters.^ TECHNICAL it RESEARCH COMMITTEE REPORT Action on the report made by the Technical it Research Committee concerning requests made at a meeting in Washington, D, C., will be deferred to the next Board of Directors meeting. OTHER BUSINESS (a) The Board of Directors authorised the following salaries for the NIMA staff, retroactive to January I, I960: Mr. J. M. Barnhart - $12,500.00 per year (Increase of $1,000.00) Miss H. C. Lynch - $5, 800. 00 per year (Increase of $300. 00) (b) An air conditioning unit was authorized by the Board of Directors to be bought and installed for the NIMA headquarters. The cost of the installed unit and electrical work will be in the neighborhood of $475.00, 4 OTHER BUSINESS (Con^d.) (c) It was announced that the Annual Meeting will be held at the Seaview Country Club, Absecon, N. J., on October 10 and 11, I960. ADJOURNMENT There being no further business, it was moved, seconded and passed That the meeting be adjourned. Respectfully submitted