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EXHIBIT 99.1
AGREEMENT dated as of March 17, 1998 between Tweedy, Xxxxxx Company
LLC, a Delaware limited liability company ("TBC") and Vanderbilt Partners L.P.,
a Delaware limited partnership ("Vanderbilt").
WITNESSETH:
WHEREAS, TBC and Vanderbilt may be deemed to have acquired, in the
aggregate, beneficial ownership of more than five percent of the Class A -
Common Stock (the "Common Stock") of Lilly Industries, Inc. (the "Company") and
WHEREAS, pursuant to Rule 13d-1 under the Securities Exchange Act of
1934 (the "Act"), a Statement on Schedule 13D must be filed by any person who
acquires more than five percent of registered equity securities; and
WHEREAS, in accordance with Rule 13d-1(f) of the Act, only one such
Statement need be filed whenever two or more persons are required to file such a
Statement pursuant to Section 13(d) of the Act with respect to the same
securities, provided that said persons agree in writing that such Statement is
filed on behalf of each of them.
NOW, THEREFORE, in consideration of the premises and mutual agreements
herein contained, the parties hereto agree as follows:
TBC and Vanderbilt do hereby agree, in accordance with Rule 13d-1(f)
under the Act, to file one Statement on Schedule 13D relating to their ownership
of the Common Stock, and do hereby further agree that said Statement shall be
filed on behalf of each of TBC and Vanderbilt. Nothing herein, however, shall
be, or shall be deemed to be, an admission that the parties hereto, or any of
them, are members of a "group" (within the meaning of Section 13(d) of the Act
and the rules and regulations promulgated thereunder) with respect to any
securities of the Company.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date first above written.
TWEEDY, XXXXXX COMPANY LLC VANDERBILT PARTNERS, L.P.
/s/Xxxxxxxxxxx X. Xxxxxx /s/Xxxxxxxxxxx X. Xxxxxx
By_________________________ By_________________________
Xxxxxxxxxxx X. Xxxxxx Xxxxxxxxxxx X. Xxxxxx
Member General Partner
