Barry B. Bealor and Nancy L. Bealor, et al. - Page 110

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               7.   In addition to long-term notes, during 1982, partners             
                    invest cash of $118,868, and pay $13,902 interest, plus           
                    $168,000 in short-term notes.                                     
               8.   BBPA retains $46,500 from the partner cash account                
                    pursuant to a line-of-credit note with MIT 83, plus               
                    $13,699 as professional fees and $5,330 as an "exchange           
                    account".                                                         
               9.   Machise receives $69,800 of partner cash for which it             
                    becomes obligated to BBPA under its line-of-credit                
                    note.                                                             
               10. BBPA becomes obligated to MIT 83 for "receivable"                  
                    account of $284,300.                                              
          B.  Payroll Phase                                                           
               11. During 1983, Machise makes weekly transfers totaling               
                    $3,061,723 to the MIT 83 payroll account.                         
               12. Employees and independent contractors are paid by MIT              
                    83 from the amounts transferred to the MIT 83 payroll             
                    account by Machise.                                               

          D.  Repayment Phase                                                         
               13. In 1984, repayment begins with Machise notes of                    
                    $519,960 to MIT 83 as compensation fee and late                   
                    charges.                                                          
               14. Notes for $519,960 pass through MIT 83 to its partners.            
               15. Partners transfer the notes for $519,960 to Qulart as              
                    payments on the partners' 12-percent notes.  At the end           
                    of 1987, the BBPA line-of-credit note with a balance of           
                    $284,300 is also assigned to Qulart to be applied as              
                    payment on the MIT 83 partners' notes to Qulart.                  
               16. The notes for $519,960 then exit to Machise as payments            
                    on Qulart's 12-percent note to Machise.                           










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