[1] Youngstown Sheet and Tube agreed to pay $2.2 million to the shareholders and 60 cents annually thereafter for each ton of ore apportioned to their shares.

[3] The Circuit Court of Appeals held that it was impossible to determine with certainty the fair market value of the agreement.

As annual payments from extracted ore are paid, they can be apportioned as the return of capital and later profit.

Based on the facts, there is no way to fairly evaluate the promise of 60 cents a ton for an undisclosed portion of time.

Generally, the open transaction doctrine will only be used in the rare occurrence where the fair market value of a contingent payment obligation cannot be reasonably ascertained.