Joseph T. Walker and Nancy Walker - Page 6

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     West Jersey collected from Pullman was required to be paid over to               
     Simmel.                                                                          
               During 1978 through 1981, some of West Jersey's funds were             
     diverted from West Jersey by Mr. Walker and Reilly, West Jersey's two            
     shareholders. They diverted and obtained these funds by having West              
     Jersey's bookkeeper write checks on West Jersey's corporate checking             
     account payable to various employees and vendors of West Jersey,                 
     endorse the checks with the payee's name, cash the checks, and give              
     over the funds obtained to Mr. Walker or Reilly. These fictitious                
     payments to employees and vendors were then deducted on West Jersey's            
     income tax returns as part of its promotional expenses, freight, and             
     other miscellaneous expenses.                                                    
               During West Jersey's fiscal years ended March 31, 1979                 
     through March 31, 1982, Reilly diverted and received funds from                  
          West Jersey as follows:                                                     
                         FYE         Amount                                           
                         3/31/79   $61,828.38                                         
                         3/31/80   65,986.10                                          
                         3/31/81   69,945.58                                          
                         3/31/82   28,184.91                                          
          During 1978 through 1981, Mr. Walker diverted and received funds            
     from West Jersey as follows:                                                     
          Year                Amount                                                  
          1978                $150,997.52                                             
          1979                165,408.05                                              
          1980                277,621.19                                              
          1981                195,516.87                                              






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