Deja Vu, Inc. - Page 3

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          herein by this reference.  Petitioner's principal place of                  
          business was in Lansing, Michigan, when it petitioned the Court.            
          It filed a Form 1120, U.S. Corporation Income Tax Return, for               
          each year in issue using a fiscal year ended May 31 and an                  
          accrual method of accounting.  Its 1989, 1990, and 1991                     
          Forms 1120 were filed on October 15, 1991, February 27, 1992, and           
          January 19, 1993, respectively.                                             
               At all times relevant herein, petitioner was a member of an            
          organization of over 50 businesses that were engaged in the adult           
          entertainment industry.  All of these businesses were wholly or             
          partially owned by Harry V. Mohney (Mr. Mohney) either directly             
          or indirectly through various trusts.                                       
               In 1966, Mr. Mohney began acquiring (and operating as sole             
          proprietorships) numerous enterprises that were primarily engaged           
          in adult entertainment.  In the early 1970's, Mr. Mohney                    
          organized each aspect of his businesses as a separate                       
          corporation.  Mr. Mohney also established five domestic trusts,             
          of which he and his four children were beneficiaries.  Each of              
          these trusts owned an interest in another domestic trust, the               
          Durand Trust, which owned all the stock of Dynamic Industries,              
          Ltd., which owned many of Mr. Mohney's operating companies.                 
          Mr. Mohney, together with three family members and a business               
          associate, Elizabeth L. Scribner, was also a beneficiary of a               
          foreign trust that owned all the stock of several foreign holding           
          companies, which owned all the stock of various foreign and                 

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