Barry B. Bealor and Nancy L. Bealor, et al. - Page 118

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          Qulart and then exiting as payments on Qulart's 12-percent note             
          to Machise.                                                                 
               The $303,500 line-of-credit note from BBPA, representing the           
          partners' cash investment, remained unchanged until December 31,            
          1987, when it was assigned to Qulart to be applied as a payment             
          on the MIT 84 partners' notes to Qulart.  That amount passed from           
          Qulart as payment to MPC on Qulart's 12-percent note for                    
          $3,035,000 originally issued by Qulart to Machise, now held by              
          MPC.  MPC offset the Qulart note against liabilities to BBPA, and           
          the note was canceled.  This line-of-credit note receivable was             
          thus treated in the same manner as BBPA's corresponding line-of-            
          credit obligations to MIT 83 for $284,300 and to MIT 82 for                 
          $190,000.  The net effect was that, as of December 31, 1987, the            
          MIT 82, MIT 83, and MIT 84 partnerships could no longer collect             
          BBPA's $777,800 line-of-credit obligations, which had represented           
          the cash that the partners had paid in and which BBPA and Machise           
          had divided between themselves.                                             
               For the year 1987, MIT 84, like the other partnerships,                
          changed its method of accounting from the cash method to the                
          accrual method.                                                             
               On January 1, 1988, Fred prepared a Termination Agreement to           
          end the obligations of MIT 84 and MPC under the employee leasing            
          agreement.  Fred signed the Termination Agreement under the                 
          heading "Bryen & Bryen, P.A." on behalf of both MIT 84 and MPC.             






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