Sam and Anna Zhadanov, et al. - Page 6




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          all relevant years, Vortex used the cash method of accounting and           
          a FYE September 30.                                                         
               Mrs. Zhadanov worked as a senior engineer for a Russian                
          consulting firm before moving to the United States.  After the              
          Zhadanovs immigrated, Mrs. Zhadanov first worked as a draftsman             
          and then she became a design engineer in 1974.  In 1985, Mrs.               
          Zhadanov began working for Vortex as its bookkeeper.  She also              
          calculated Vortex manufacturing costs for various products,                 
          including plastic vials.  Throughout the years at issue, Mrs.               
          Zhadanov was listed on corporate documents as a Vortex corporate            
          officer.                                                                    
               Mrs. Zhadanov prepared all financial documents for Vortex,             
          sometimes with the assistance of Anthony Abbate, C.P.A.  She also           
          supplied Mr. Abbate with all documents used to prepare Vortex’s             
          tax returns.  Mrs. Zhadanov regularly reviewed the documents                
          prepared by Mr. Abbate and periodically called him with                     
          questions.                                                                  
               In 1986, the Zhadanovs and their son Eli Zhadanov formed a             
          partnership “100 Prospect Associates” through which they                    
          purchased property located at 108 Prospect Street (the Prospect             
          Street property).  Vortex moved its operations to the Prospect              
          Street property that same year.  Vortex paid monthly rent of                
          $8,000 directly to Mr. Zhadanov, who deposited the checks into              
          the Zhadanovs’ personal checking account.  In turn, the Zhadanovs           






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