MEMORANDUM AND ORDER
NICKERSON, District Judge:
This shareholders derivative action was originally assigned to the late Judge Costantino and was reassigned to this Judge in May 1990. The court assumes familiarity with Judge Costantino's opinions of August 16, 1986, and January 12, 1989, as well as this court's Memorandum and Order of December 27, 1990.
I
Plaintiff, record owner of convertible preferred shares of United Brands Corporation...
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