CO~JRT   OF   C H A N C E R Y
                                             


SNIPPETS:
 
 Shareholders Litigation
 
 Tha.t motion was heard yesterday
 
 Having consider'ed the arguments presented by counsel
 
 at the conferen'ce and in their earlier written submissions, the Court concludes that the
 
 P, party's request to schedule an application for a preliminary injunction,
 
 adequately remedied by a money damages award.
 
 The defendants argue that this is such
 
 certajn segment of Jensen's business known as the "OEM business".
 
 Jensen's majority shareholders (Mr. Shaw and an affiliate of William Blair & Company,
 
 The gist of the plaintiffs' complaint is that a competing bidder, Emerson
 
 business) -- specifically $12 per share to the public stockholders -- and that by not
 
 1996 Page 3 care to Jensen's public stockholders.
 
 plaintiffs ask this Court to prohibit the consummation of the Recoton transaction,
 
 Emerson's offer) to approve the Emerson proposal.
 
 seeking is the $1 per share difference between the Emerson and Recoton proposals.
 
 is that the defendants have disloyally favored one bid over a superior bid
 
 as to that claim no injunctive relief is needed because
 
 exculpatory charter clauses, a far more adequate, legally supported presentation would be
 
 injunctive relief alone merits the scheduling of their application.
 
 The reason, plaintiffs
 
 no one can predict the outcome of a new auction (which might result in a bid differential
 
 The complaint does allege that the auction process was flawed,
 
 the motion to expedite is denied.