United Circuits, Inc. - Page 4

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          "legitimate".  Jump contacted Northcutt about the equipment                 
          acquisitions, and they discussed the possibility of leasing the             
          equipment.  Jump specifically asked whether a 1-year lease was a            
          "legitimate" lease.  Northcutt researched the issue of lease                
          duration and told Jump that 1-year leases would not be a problem            
          as long as they had monthly payments and they were set up as                
          leases or intended as leases.                                               
               During 1989 and 1990, UCI acquired the equipment and made              
          payments as follows:                                                        
          Asset                    1989 Payments            1990 Payments             
          Voss level machine         $ 38,750               $11,250                   
          Drill                    66,840                   12,368                    
          Etcher                   26,220                   26,221                    
          Filter press             9,295                                              
          Air compressor                                      7,086                  
          Total                    $141,105                 $56,925                   
               The document that conveyed the Voss level machine equipment            
          to UCI consisted of a typed payment schedule on a form that had             
          the preprinted words "Purchase Order" on the top of the form.               
          The words "Lease Payments as Follows" were typed below "Purchase            
          Order".  The agreement required four payments of $5,000 and eight           
          payments of $3,750, for a total of $50,000, with a $1.00 buy out            
          option.  The agreement did not contain a provision for the return           
          of the equipment to the lessor.  The invoice was signed by Jump             
          and dated April 28, 1989.                                                   
               The drill was conveyed on a Lomas form titled "Master                  
          Equipment Lease Agreement".  The agreement consisted of a deposit           





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