Carl Goudas and Marilyn Goudas - Page 36

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          substantial economic effect, and that there is no meaningful                
          discrepancy between the economic effect of and of the tax                   
          accounting for petitioner's participation as a partner of                   
          Pecaris.                                                                    
               We need not accept petitioners' invitation to engage in an             
          extended substantial economic effect analysis of the Pecaris                
          partnership agreement.  We don't have here the usual situation              
          that section 704(b) and the regulations thereunder are designed             
          to deal with, in which the taxpayer is trying to justify a                  
          special allocation provided by the partnership agreement.  Here             
          we have a common garden variety partnership agreement with a                
          straightforward conventional provision for sharing profits and              
          losses that petitioners are asking us to disregard.  The absence            
          of any agreement among the Pecaris partners modifying the general           
          profit and loss sharing provisions of the Pecaris partnership               
          agreement precludes any special allocation of the gain from the             
          sale of the Mall away from petitioner.  See Deauville Operating             
          Corp. v. Commissioner, T.C. Memo. 1985-11.                                  
               Petitioner presses the argument that the Pecaris partners'             
          capital accounts were not kept in accordance with the section               
          704(b) regulations, sec. 1.704-1(b)(2)(ii)(b)(1), Income Tax                
          Regs., that liquidating distributions were not required to be               
          made in accordance with those regulations, sec. 1.704-                      
          1(b)(2)(ii)(b)(2), Income Tax Regs., and that there was no                  





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