"The behavior of many of the board members has been inappropriate at best, and they have not done right by their shareholders," Brog said. The Eisner deal allowed the company's advisers at Lehman Brothers to solicit superior offers for 40 days. That period ended on April 14 and now any new bidder would have to pay a $19 million breakup fee including expenses. Crescendo is expected to submit a letter to Topps and its shareholders today claiming that the proxy filing is misleading and riddled with inaccuracies, sources said. Topps, which was trading at about $10.50 in mid-2002, surged 2.5 percent yesterday to close at $10.01 as traders bet Eisner will raise his bid.