concurring in the result in Part III and concurring in Parts I, II, IV, and V.
THE TRIAL COURT INCORRECTLY CALCULATED THE VALUE OF THE COMMUNITY PROPERTY BUSINESS.
I agree that the trial court incorrectly calculated the value of the community property business. I cannot agree with the majority’s statement that the trial court found there was any value in the business’ goodwill. Likewise, I cannot agree with statements in the majority opinion which, in effect, will transform a spouse’s ability to earn above-average income after the divorce into community property by calling it business goodwill.
1. The majority opinion misstates the trial court’s finding as to the value of the business’ good will.
The majority states that the trial court found the goodwill value of the community restaurant to be $210,000.3 In actuality, the *253trial court found that the goodwill value of the business was zero, as shown by the following quotations from the trial court’s findings of fact:
109. The court recognizes a distinction between “goodwill” which may be attributable to the business alone (assuming competent but interchangeable management) and goodwill which is specifically related to the reputation and the public’s experience with an individual, such as Rex.
134----In Mi-. Lallman’s opinion, Chandler Restaurant does not have goodwill which is distinguishable from Rex’s personal goodwill.
139. Lallman’s [sic] also analyzed the value of the goodwill under the “Rule of Thumb Method”, whereby you take the cash flow and use a multiplier. In analyzing value under this method Mr. Lallman identified several reasons why he felt no “goodwill” existed, all of which appeared valid to the Court. Mi*. Lallman has applied various methods and arrived at similar results from each method. The Court finds Mi’. Lallman’s analysis and testimony persuasive.
In its conclusions of law, the trial court stated:
7. Rex’s skill and expertise in the restaurant business is not community property nor can it [be] valued as goodwill in the corporation, and is not subject to division in the divorce.
8. The Court has concluded that most of the corporation’s success and continued ability to remain successful are due to Rex’s personal efforts and expertise.
The trial court made several findings as to why there was no value to the restaurant’s goodwill.
134. In addition, Mr. Lallman looked at the various traditional indicia of a “goodwill” value independent of the owner-operator’s personal reputation. Mr. Lallman found the Lease to be good, but of only a five (5) year duration before it moves to “fair market rental” and therefore has no special value. The location is a cozy structure, but such atmosphere is not unique in Ketchum and the building is old, small, not located on a main traffic thoroughfare, and not subject to expansion under current zoning. The employee work force is competent and stable, but no long-term employment contracts exist; significantly, one (1) employee, Keith Otter, left his employment with Chandler’s Restaurant to open a competing restaurant in Ketchum. Mr. Lallman cited many examples of restaurants in the Ketchum/Sun Valley area which have simply closed and liquidated equipment rather than selling as going concerns. Historically, in and around the Ketchum area, the Court finds that to be the general rule. In Mr. Lallman’s opinion, Chandler’s Restaurant does not have goodwill which is distinguishable from Rex’s personal goodwill.
138. This restaurant, like most in Ketchum, also presented several special high risk factors to a hypothetical investor: (1) ease of entry into the market, particularly for someone of Rex’s qualifications; (2) difficulty of attracting and keeping good employees; (3) the fact that a resort community does not have a good long term customer base; (4) if Sun Valley experiences a poor ski year all the restaurants in the valley suffer. The Court finds the restaurant competition in the Ketchum/Sun Valley area is extreme. ...
140. The business of Chandlers is seasonal and relies heavily on tourists. Heavy “slack” periods occur for at least three (3) months, business is probably marginal for at least another three (3) months, and good for only six (6) months out of each particular year. The restaurant, therefore, does not have constant or habitual customers in the sense that a restaurant in downtown Boise might. Undoubtedly, there is some local trade, and there are some repeat customers that do not live in town (part-time residents). However, this heavy rebanee on tom-ism means that *254goodwill (the propensity of old customers to return) is limited, and that keeping the restaurant profitable is a constant exercise in attracting new customers. Any new restaurant can do that.
145.The Court also finds Rex’s personal attention to the detail of the operation of the business has developed a good reputation for the business, but that reputation is not something which would be saleable if Rex were not to continue in his employment in the business. Rex has no non-competition agreement with the corporation. (Citation and footnote omitted; emphasis in the original.)
It is clear from reading the trial court’s findings of fact that the trial court found that the business goodwill had no value.
2. The trial court incorrectly calculated the value of the community property business.
The trial court found, “A factor essential to the creation of Chandler’s Restaurant was the owner/manager’s willingness to take on personal debt to start the restaurant.” To do so, Rex obtained two loans from his mother in the sums of $10,000.00 and $105,508.69. She obtained money to make the loans by refinancing her home. At the time of the divorce, the principal owing on these loans was approximately $105,000. In addition, the trial court found that the restaurant (and the parties) owed approximately $26,000 in bank loans and $31,500 to $35,000 to the Internal Revenue Service. The trial court did not make any finding as to the value of the restaurant’s physical assets, but the opinions offered during trial all placed that value at less than the amount of the debts. If someone were to purchase the restaurant for an amount sufficient to pay the debts, the purchaser would, in essence, simply be purchasing the physical assets for more than they are worth. As found by the trial court, “There is no reason for a potential restauranteur [sic] to pay a premium to purchase Chandler’s Restaurant, Inc., including payment of significant existing debts, when he or she could open a restaurant for less.”
Because Rex is able to generate income while operating the restaurant, however, the trial court found that it had a value of $21,200 based upon the “Return on Investment Method (Income Approach)” for valuing the coiporation.
141. The business does generate cash flow each year, and will [be] likely to continue to do so so long as Rex operates it. In Rex’s hands, the restaurant will likely continue to generate cash flow sufficient to meet the needs of the business and satisfy its creditors over the long term. Indeed, during the separation of the parties, the restaurant has generated sufficient cash flow to support both parties in two households. Accordingly, the Court cannot conclude that the corporation has a negative value, or that it should be valued at less than zero (0) for purposes of property division.
146. In using the Return on Investment Method (Income Approach) favored by Mr. Heeker, but also done by Mr. Lallman as a check against his other calculations, both Mr. Heeker and Mr. Lallman concluded a discount 'rate of twenty percent (20%) to be appropxiate. At that x-ate, under Lallman’s calculations, the business would have a value of Twenty-one Thousand Two Hundred Dollars ($21,200).
147. The Court concludes that the value of the stock in Chandlers is, at the most, Twenty-one Thousand Two Hundred Dollars ($21,200). The overall debt of the parties, independent of business debt, exceeds this value of the corporation. The business still has the ability to genei'ate cash (and “perks”) separate and distinct from the valuation of the business for community division purposes. The Court will consider this, together with the limited value of the corpox*ation, in allocating the payment of the debts between the paxües and in considering support. (Emphasis in the oxiginal.)
As the majority acknowledges, the “value” of a business is “what a willing buyer would pay a willing seller for the business.” The txial court, however, found a value based upon Rex’s ability to earn income in the business *255after the divorce based upon Rex’s personal attributes.
141. The business does generate cash flow each year, and will [be] likely to continue to do so so long as Rex operates it. In Rex’s hands, the restaurant will likely continue to generate cashflow sufficient to meet the needs of the business and satisfy its creditors over the long term. ... Accordingly, the Court cannot conclude that the corporation has a negative value, or that it should be valued at less than zero (0) for purposes of property division. (Emphasis in original.)
The trial court found that the restaurant had a value to Rex based upon his ability, due to his own personal attributes, to generate income after the divorce by operating the restaurant. That calculation of value is not “what a willing buyer would pay a willing seller for the business.” A will buyer could not purchase Rex’s personal attributes. Therefore, the trial court erred in its finding of value. I agree that the trial court must re-determine the value of the restaurant.
3. The majority opinion transforms a spouse’s ability to earn above-average income after the divorce into community property by calling it business goodwill.
The majority states that business goodwill is calculated as follows:
First, the average net income is determined. Next, the appropriate salary equal to the amount it would take to attract a new employee to replace the owner or operator, accounting for skill, experience and reputation, is subtracted from the earnings. The result is the excess earnings of the business. The figure is then multiplied by the capitalization rate and the resulting amount is considered goodwill. (Citations omitted.)
In support of its view that the trial court found there was goodwill value in the business, the majority then states:
The trial court found “that profits have taken hold and there is no reason to believe that they will suddenly discontinue unless some significant shakeup occurs, such as a poor ski year, or a change in management or key personnel.” The trial court found that the “business does generate cash flow each year, and will likely continue to do so so long as Rex operates it.” (Emphasis in original).
The majority concludes that as long as Rex continues to operate the restaurant after the divorce, it will make money, and therefore it has goodwill valued at $210,000. By basing the value of business goodwill upon a spouse’s ability to earn above-average income after the divorce, the majority has converted post-divorce, separate property earnings into community property.
The majority’s calculation of “goodwill” is based upon the business’ projected future ability to earn above-average income. The majority first would calculate the business’ “excess earnings” by deducting from its net income an amount necessary to hire someone to replace the owner/operator. Such calculation is based upon the assumptions that you could find an employee who is willing to do everything that the owner/operator does, that such employee would operate the business just as competently as the owner/operator, and that such employee would be willing to work for less than the owner/operator was making. The salary of this hypothetical employee is simply the average amount earned by someone who holds that same position, in this case a restaurant manager. Thus, the “excess earnings” are simply the above-average income earned by the owner/operator.
A spouse’s personal attributes are not property, and they therefore cannot be classified as community property or apportioned between spouses upon divorce. Wolford v. Wolford, 117 Idaho 61, 785 P.2d 625 (1990). A spouse’s knowledge, background, talents, abilities, reputation, work ethic, and so forth are not community property, even if they were enhanced during the marriage. Income earned after the divorce is separate property. Thus, income earned by a spouse after the divorce due to his or her knowledge, background, talents, abilities, reputation, work ethic, or other personal attributes is not community property. It is separate property. Discounting estimated post-divorce income to a present value does not convert it into community property.
*256“The goodwill of a business is the custom which it attracts, and the benefits or advantages it receives from constant or habitual customers, and the probability that old customers will continue to come to the place.” Harshbarger v. Eby, 28 Idaho 753, 761, 156 P. 619, 621 (1916). As the majority states, a business’ “value” is “what a willing buyer would pay a willing seller for the business.” The definition of value presupposes a sale. It is an estimate of the price for which the asset could be sold. As stated in Harshbarger v. Eby, id., “It is well settled that the ‘goodwill’ of a business, like a trademark, is a species of property subject to sale by the proprietor.... ” For a business to have any value in “goodwill,” that goodwill must be something that can be sold. It must be something for which the buyer is willing to pay money and could acquire upon purchasing the business, such as location or brand name. The purchaser of the business cannot acquire the knowledge, background, talents, abilities, reputation, work ethic, or other personal attributes of the seller. Therefore, for a business to have “goodwill,” such value must be based upon the business’ ability to attract repeat customers independent of the personal attributes of the seller. The trial court realized this when stating in its findings of fact, “The court recognizes a distinction between ‘goodwill’ which may be attributable to the business alone (assuming competent but interchangeable management) and goodwill which is specifically related to the reputation and the public’s experience with an individual, such as Rex.”
Although the majority states, “Goodwill is not the equivalent of future earnings,” it supports its finding that the business goodwill has a value of $210,000 by quoting the trial court's statement that the “business does generate cash flow each year, and will likely continue to do so so long as Rex operates it.” (Emphasis in original.) These two statements are logically inconsistent. The emphasis on the words “so long as Rex operates it” obviously means that the restaurant will continue to generate cash flow only if Rex continues to operate it. Its ability to generate cash flow in the future is based entirely upon Rex’s ability to earn income due to his knowledge, background, talents, abilities, reputation, work ethic, and other personal attributes. If, as in this case, goodwill is based entirely upon a spouse’s ability to earn money in the future due to the spouse’s personal attributes, then goodwill is the equivalent of that spouse’s future earnings. It is simply discounting those future earnings to a present value. The trial court did not find, nor did the majority in its decision, that there was anything about Chandler’s restaurant, such as location or a loyal customer base, that would cause the restaurant to have repeat customers if Rex were not operating it.
The trial court did not find that an employee could replace Rex if the business were sold. As the trial court found, restaurants in the Ketchum area are primarily owner-operated because they cannot afford to hire someone to manage the restaurant. The trial court’s description of wliat Rex does shows why.
50. Rex works in the restaurant approximately ten (10) or more hours per day and frequently stops in on the days which are scheduled as his “days off.” Rex personally manages the overall operation of the restaurant consulting with the chef over food ordering, menus and cost, returning calls for reservations, banking, conceiving and implementing promotion of the restaurant, establishing and maintaining relationships with suppliers, supervising the book-keeping service, constant supervision of the business’s performance on items such as food and wine costs, developing the wine list, developing and maintaining an inventory and ordering system of “just in time” ordering so as to have the minimum amount of capital tied up in inventory, directing the timing of the payment of vendors (immediately when cash is available in peak seasons and extended during slack), hiring and supervising employees, supervising the floor during meal service and interacting with customers, making sure that he and the staff make personal contact with the customers and remember names of customers and their food and wine preferences, and maintaining constant vigilance over the business’s *257cash position. Rex’s hours vary with the season, but he can and does commonly work up to sixty (60) hours a week.
The trial court found as a general rule that restaurants in the Ketchum area simply close and liquidate equipment rather than sell as going concerns.
The majority’s calculation of business goodwill simply is not accurate when the ability to generate “excess earnings” is based upon the personal characteristics of the owner/operator. Under the majority’s method of calculating business goodwill, a well-known artist would have goodwill in his or her business even though the only items that could be sold to a buyer would be an easel and some brushes, paints, and blank canvases.
. The majority states, "The trial court used Rex’s expert, Mr. Lallman’s figure of $42,000 as net income figure and multiplied it by an agreed *253upon capitalization rate of 20%, resulting in a goodwill value figure of $210,000.”