This section contains the nature of the case and procedural background.

Mrs. Reid and Haley (D), the three defendants, entered into a written partnership agreement for the purpose of leasing for profit certain real property. On February 10, 1971, Mrs. Reid notified Ds that she was dissolving the partnership and requested that the partnership assets be liquidated as soon as possible. The parties met but failed to come to terms about distributions etc. A suit praying for a winding up of the affairs of the partnership and a liquidation of its assets was then brought. Reid died, and the executors of her estate were substituted as parties plaintiff. The chancellor found that the partnership had been dissolved, not by the letter, but rather by her death, and concluded that Ds, as surviving partners, were entitled to exercise their option under the partnership agreement to purchase the interest of the deceased partner. P appealed.

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