D-40 Company
Notes to Consolidated Financial Statements
August 31, 2008, 2007 and 2006

Note 3. Goodwill and Other Intangible Assets

Goodwill and other intangible assets principally relate to the excess of the purchase price over the fair value of tangible assets acquired. Goodwill and intangible assets that have indefinite useful lives are tested at least annually for impairment during the Company’s second fiscal quarter and otherwise when there is evidence that events or changes in circumstances indicate that an impairment condition may exist. During the second quarter of fiscal year 2008, the Company tested its goodwill and indefinite-lived intangible assets for impairment. Based on this test, the Company determined that there were no instances of impairment.

As of August 31, 2008, the Company performed additional tests of impairment of its indefinite-lived intangible assets due to the decline in the future forecasted sales levels of the X-14 brand resulting from management’s fourth quarter strategic decision to withdraw a number of products from the grocery trade channel. Based on the results of this test, the Company recorded an impairment charge of $1.3 million in the consolidated statements of operations for the fiscal year ended August 31, 2008.

Currently, the fair values of the Carpet Fresh and X-14 brands approximate their carrying values, and the fair values of the Company’s other homecare and cleaning brands exceed their carrying values. Management has concluded that the Carpet Fresh and X-14 brands may have a higher risk of impairment in future periods. If the performance of these brands does not meet management’s expectations in future periods, a future impairment could result for a portion or all of the Company’s indefinite-lived intangible assets. The Company will continue to closely monitor events and circumstances that could further impair its indefinite-lived intangible assets.

Acquisition-related Goodwill

Changes in the carrying amounts of acquisition-related goodwill by segment for the fiscal years ended August 31, 2008 and 2007 are summarized below (in thousands):

  Americas     Europe     Asia-Pacific     Total
Balance as of August 31, 2006 $ 85,667   $ 9,239   $ 1,212   $ 96,118  
Translation adjustments   42     248     1     291  
Balance as of August 31, 2007   85,709     9,487     1,213     96,409  
Translation adjustments   (72   (428       (500
Balance as of August 31, 2008    $ 85,637         $ 9,059         $ 1,213         $ 95,909     

Indefinite-lived Intangible Assets

Intangible assets, excluding acquisition-related goodwill, which are not amortized as they have been determined to have indefinite lives, consist of the trade names Carpet Fresh, X-14, 2000 Flushes, Spot Shot and 1001. Changes in the carrying amounts of indefinite-lived intangible assets by segment for the fiscal years ended August 31, 2008 and 2007 are summarized below (in thousands):

  Americas     Europe     Asia-Pacific     Total
Balance as of August 31, 2006 $ 35,700   $ 3,862   $   $ 39,562  
Translation adjustments       231         231  
Balance as of August 31, 2007   35,700     4,093         39,793  
Impairment charge   (1,340           (1,340
Translation adjustments       (400       (400
Balance as of August 31, 2008 $ 34,360   $ 3,693   $   $ 38,053  

Definite-lived Intangible Asset

The Company’s definite-lived intangible asset consists of certain non-contractual customer relationships from the acquisition of the 1001 line of products during fiscal year 2004. This definite-lived intangible asset is included in the Europe segment and is being amortized on a straight-line basis over its estimated eight-year life. The following table summarizes the non-contractual customer relationships intangible asset and the related amortization as of August 31, 2008 and 2007 and for the three fiscal years ended August 31, 2008 (in thousands):

  As of August 31,
  2008     2007
Gross carrying amount    $ 4,329         $ 4,800     
Accumulated amortization   (2,390   (2,050 )
Net carrying amount $ 1,939   $ 2,750  

  Fiscal Year Ended
August 31,
  2008     2007     2006
Amortization expense    $ 597         $ 583         $ 532     

The estimated future amortization expense for the non-contractual customer relationships intangible asset is based on current foreign currency exchange rates, and amounts in future periods may differ from those presented due to fluctuations in those rates. The estimated amortization expense for the non-contractual customer relationships intangible asset in future fiscal years is as follows (in thousands):

Fiscal year 2009    $ 541     
Fiscal year 2010   541  
Fiscal year 2011   541  
Fiscal year 2012   316  
  $ 1,939  

Changes in the carrying amount of the definite-lived intangible asset by segment for the fiscal years ended August 31, 2008 and 2007 are summarized below (in thousands):

  Americas     Europe     Asia-Pacific     Total
Balance as of August 31, 2006 $   $ 3,160   $   $ 3,160  
Amortization expense       (583       (583
Translation adjustments       173         173  
Balance as of August 31, 2007       2,750         2,750  
Amortization expense       (597       (597
Translation adjustments       (214       (214
Balance as of August 31, 2008 $   $ 1,939   $   $ 1,939