Computervision International Corp. - Page 8

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          in 1982 in the following amounts:                                           
                    Date                Amount of Loan                                
               Sept. 30                 $27,272,888.00                                
               Oct. 29                  1,142,311.00                                  
               Nov. 1              1,135,689.50                                       
               Nov. 16                  1,046,278.76                                  
               Dec. 1                   1,099,944.32                                  
          Then, on January 27, 1983, CVI made written demand for payment of           
          both the principal amounts of the loans (viz, $31,697,111.58) and           
          accrued interest thereon (viz, $1,386,326.55), which totaled                
          $33,083,438.13.  On January 31, 1983, the following occurred: (1)           
          CV wired the sum to CVI in full payment of the principal amounts            
          and interest, and the sum was deposited in CVI's account with the           
          First National Bank of Boston; (2) CVI received the proceeds of             
          two maturing time deposits, totaling $5,663,970.38, that were               
          also deposited on that date in the account; (3) CVI wired both              
          the payment it had received from CV and the proceeds of the                 
          maturing time deposits to CV, transferring a total of                       
          $38,747,408.51.                                                             
               The receipt by CVI of the proceeds of its maturing time                
          deposits was recorded in its general ledger by entries recorded             
          and approved between January 20, 1983, and January 25, 1983.  The           
          repayment by CV of CVI's demand loans and the subsequent transfer           
          of funds by CVI to CV described above were recorded in CVI's                
          general ledger by entries prepared and approved on January 31,              
          1983.  For accounting purposes, the transfers between CV and CVI            
          were recorded as passing through an account designated                      




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