Reed Smith Shaw & MClay, William J. Smith, Tax Matters Partner - Page 14

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             from Pittsburgh National Bank.  The letter of credit was                 
             secured by a mortgage on the Steins' home.                               
                  The Steins' litigation continued from 1988 until 1992.              
             Sometime in April 1991, Broadcort sold all of the stock in               
             the Steins' personal account, including 3,500 shares of                  
             Saztec stock that were in the account at that time.  We                  
             note that this is 2,000 shares less than the number of                   
             Saztec shares held in the account on April 25, 1987.  The                
             record does not explain how or when the 2,000 shares were                
             disposed of.  The 3,500 shares of Saztec stock were sold                 
             for approximately $4 a share.  Broadcort retained all of                 
             the cash realized from the sale of stock in the Steins'                  
             account.                                                                 
                  In April 1992, Mr. and Mrs. Stein agreed to settle                  
             their suit against Steinberg & Lyman, Broadcort, and                     
             others.  The terms of the settlement are confidential                    
             and are not contained in the record of this case.  When                  
             Mr. Stein received the proceeds of the settlement, he                    
             allegedly took a portion of the proceeds that he considered              
             to be related to 2,000 shares of Saztec stock (the record                
             does not state how much) and placed that amount into an IRA              
             rollover account.  Mr. Stein had created the IRA rollover                
             account in 1988 when the subject pension plan terminated                 








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