EX-2.C.D
from SC 14D1/A
1 page
<page> 1 Exhibit (C)(2)(d) April 19, 1996 the Reynolds and Reynolds Company 115 South Ludlow Street Dayton, Oh 45402 Attn: Adam M. Lutynski Re: Duplex Products Inc. (The "Company") Gentlemen and Ladies: The Undersigned, David L. Babson & Company, Incorporated ("Dlb"), Is an Investment Adviser Registered Under the Investment Advisers Act of 1940. as of the Date Hereof, Dlb Has Voting and Dispositive Power for the Accounts of Its Clients Over 720,000 Shares of Common Stock of the Company. on April 18, 1996, Representatives of the Company and of the Reynolds and Reynolds Company Met With US in Cambridge, Massachusetts to Discuss a Possible Tender Offer by the Reynolds and Reynolds Company for the Common Stock of the Company at a Cash Purchase Price of $12.00 Per Share. Dlb Wishes to Inform You That It Is Dlb's Current Intention to Tender the Shares Over Which It Exercises Voting and Dispositive Power in the Above-Referenced Tender Offer. You Understand, However, That This Is Merely a Statement of Dlb's Current Intention, and Dlb Reserves the Right to Take Such Action With Respect to the Shares as It Deems Necessary or Desirable, Including Without Limitation, Tendering the Shares to Another Offeror, Holding on to the Shares or Selling the Shares on the Open Market. Unless We Notify You to the Contrary, and So Long as You Do Not Disclose the Identity of Dlb, You May Indicate in Public Announcements or Notices Concerning the Tender Offer That Dlb Is Among a Group of the Company's Stockholders Who Currently Intend to Support the Tender Offer. Very Truly Yours, David L. Babson & Company, Incorporated By: /S/ Kathleen M. Elliott Name: Kathleen M. Elliott Title: Senior Vice President
12/34/56