- 35 -
share value in the distribution of the receipts from the sale as
the majority shares. In fact, Mr. Ruppert testified in this
regard. A marketability discount generally recognizes the
difficulty in disposing of stock in a closely held corporation,
and a minority interest discount is applied because of the lack
of control of a corporation by a minority shareholder. A
minority shareholder could not control the selling of the assets
of the company in order to obtain the value from his stock.
Since sales of outdoor advertising companies are generally asset
sales by such a business, minority stock interests likely would
be at a discount. See Estate of Hall v. Commissioner, 92 T.C.
312, 341 (1989). Both respondent's and petitioner's expert
witnesses estimated a marketability discount, if one were
appropriate, from 15 to 35 percent. Based on the testimony of
both petitioner's and respondent's experts, as well as the record
as a whole, we conclude that the minority interest given by
decedent to his family in 1980 and 1981 should carry a discount
of 25 percent for marketability and minority interest combined.
Finally, the parties discussed whether for 1980 and 1981
decedent's gifts should be limited to one exclusion of $3,000
each year as a gift to his son. As we said in discussing the
1982 gifts, it is clear on this record that the gifts of stock to
Charlesa Cidulka were, in fact, gifts to her husband John Cidulka
and, therefore, would not be entitled to a separate exclusion.
The situation with respect to the stock given to John Cidulka's
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