Carl Goudas and Marilyn Goudas - Page 7

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          and Mr. Giorgi signed the purchase agreement on behalf of                   
          Coastal.   Petitioner acted on behalf of both Pecaris and Coastal           
          in consummating the transaction.                                            
               On the basis of Canada Life's valuation, the Mall had some             
          value in excess of the stated purchase price of $4.8 million.               
          However, there is no other evidence in the record that bears on             
          the fair market value of the Mall or of petitioner's 25-percent             
          partnership interest in Pecaris, either in gross or with respect            
          to his partnership interest in Pecaris attributable to its                  
          ownership of the Mall.  Petitioner's proportionate interest in              
          the Mall was subject to liabilities and closing costs of                    
          $504,314, giving him a net equity interest in the Mall of                   
          $695,686, if its value should be deemed to be the agreed purchase           
          price of $4.8 million.4                                                     


          4The liabilities and closing costs to which the Mall and a                  
          25-percent interest therein were subject were as follows:                   
          Stated purchase price of Mall . . . . . . . . . . . . $4,800,000            
          Capco Enterprises mortgage              $1,765,344                          
          Security deposits                       35,445                              
          Real property taxes                       23,380                            
          Prepaid rents                             19,532                            
          Adjustment for real estate commission    100,000                            
          Closing costs                             73,553     2,017,254              
          Pecaris equity in Mall, valued                                              
          at $4.8 million  . . . . . . . . . . . . . . . . .   2,782,746              
          25 percent of stated purchase price of Mall  . . . .   1,200,000            
          25-percent share of costs and                                               
          liabilities  . . . . . . . . . . . . . . . . . . .     504,314              
          Petitioner's 25-percent equity in                                           
          Mall, if it should be valued at                                             
          $4.8 million stated purchase price . . . . . . . .     695,686              




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