Utah Jojoba I Research, William G. Kellen, Tax Matters Partner - Page 13

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          were leased from the Sterling Trust.4  In 1981, U.S. Agri began              
          making leasehold payments to the Sterling Trust for this land,               
          including the 80 acres that Utah I would later comprise.                     
               U.S. Agri was only nominally capitalized before the summer              
          of 1981, and thereafter was capitalized with $200,000 cash                   
          invested by Pace.  As part of the capitalization of U.S. Agri,               
          Pace also became obligated on a $150,000 note and deed of trust              
          for the initial 400 acres that had been purchased by the Sterling            
          Trust and leased to U.S. Agri.  Funds paid for subscriptions to              
          Utah I subsequently were used to pay for or reimburse U.S. Agri              
          for costs associated with tilling and leveling the land, planting            
          jojoba, purchasing and installing the irrigation system, and                 
          otherwise developing Utah I's 80-acre jojoba plantation.                     
               In March 1982, U.S. Agri opened a laboratory and a                      
          greenhouse in Riverside, California.  Pace alleges that the day-             
          to-day management of the greenhouse was handled by Pace's                    
          parents.  Pace claims to have hired Dr. Prem Jauhar and Dr. Joyce            
          Clark to set up and run the laboratory.  Other technical                     
          personnel Pace claims to have employed to perform research for               
          U.S. Agri in the lab and greenhouse include Dr. Meena Moses, Dr.             
          Fen Lin, Dr. Duncan Williams, and Dr. Steven Koenisberg.  None of            
          the above-named technical personnel from U.S. Agri testified at              


          4    There is no information in the record regarding the                     
          ownership of the remaining 906 acres of land leased by U.S. Agri.            




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