In 1993, Joseph Creel (plaintiff), Arnold Lily (defendant), and Roy Altizer (defendant) formed a partnership to operate a NASCAR memorabilia business called Joe’s Racing Collectibles. Joseph Creel died in 1995. The partnership agreement did not provide for the continuation of the partnership after a partner’s death, and Joseph’s widow and representative of his estate, Anne Creel (plaintiff), insisted that the partnership be terminated. Lilly and Altizer conducted an inventory of the business and hired an accountant to compute the business’ value. Anne Creel made no attempt to calculate her own estimate. Lilly and Altizer then continued to operate the business under a new name: Good Ole Boys Racing (defendant). Anne Creel sued Lilly, Altizer, and Good Ole Boys Racing, requesting an accounting and a declaratory judgment that Lilly and Altizer were not permitted to continue the partnership over her objections. The trial court found that Lilly and Altizer were not required to liquidate the business assets but only to pay Creel’s estate the appropriate percentage share of the business’ value. The intermediate appellate court affirmed.