Alice Berger, et al. - Page 44

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          accrued, whereas Alice Berger continued to have her expenses paid           
          through the Woodbine business account and increased her weekly              
          draw payments to $1,000, receiving more than $50,000 after March            
          14, 1989.  Alice Berger also received the entire proceeds of sale           
          of Woodbine in the form of the Kunkowskis' installment note, and            
          she has been receiving payments of interest and principal on the            
          note in their entirety ever since.                                          
               Alice Berger's assertion that she was merely an                        
          accommodation party is belied by the fact that, without                     
          consulting Howard Berger, who she asserts was the actual owner of           
          Woodbine, she doubled her draw.  She also did not transfer                  
          Woodbine directly to the Kunkowskis, as was required by the sale            
          agreement and the settlement agreement.  Instead, she entered               
          into a relatively complicated transaction, transferring the                 
          business and property to the Woodbine Association in exchange for           
          Certificates of Debt in the Woodbine Association, and then                  
          transferring the Certificates of Debt to Gregg and Julia                    
          Kunkowski in exchange for their promissory note.  We don't                  
          believe that Alice Berger would have entered into such a                    
          complicated transaction if she were merely an accommodation                 
          party.                                                                      
               Alice Berger was contractually bound to sell Woodbine to               
          Gregg and Julia Kunkowski, but she had bound herself to sell it             
          only if and to the extent it was awarded to her.  Howard Berger             
          would have been similarly bound if Woodbine had been awarded to             





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